REGISTRATION STATEMENT UNDER SECURITIES ACT OF 1933
|
☒ |
Pre-Effective Amendment No.
|
☐ |
Post-Effective Amendment No.
277
|
☒ |
REGISTRATION STATEMENT UNDER INVESTMENT COMPANY ACT OF 1940
|
☒ |
Amendment No.
281
|
☒ |
Approximate Date of Proposed Public Offering:
|
As soon as practicable after the effective
|
|
date of this Registration Statement
|
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
|
1
|
|
Cavalier Adaptive Income Fund
|
1
|
|
Cavalier Dynamic Growth Fund
|
10
|
|
Cavalier Fundamental Growth Fund
|
16
|
|
Cavalier Global Opportunities Fund
|
22
|
|
Cavalier Hedged High Income Fund
|
30
|
|
Cavalier Multi Strategist Fund
|
39
|
|
Cavalier Tactical Rotation Fund
|
48
|
|
IMPORTANT ADDITIONAL INFORMATION |
55
|
|
Purchase and Sale of Fund Shares
|
55
|
|
Tax Information
|
55
|
|
Financial Intermediary Compensation
|
55
|
|
PRINCIPAL INVESTMENT OBJECTIVES , STRATEGIES, AND RISKS
|
56
|
|
Investment Objectives
|
56
|
|
Principal Investment Strategies for the Funds
|
56
|
|
Cavalier Adaptive Income Fund
|
56
|
|
Cavalier Dynamic Growth Fund
|
57
|
|
Cavalier Fundamental Growth Fund
|
58
|
|
Cavalier Global Opportunities Fund
|
59
|
|
Cavalier Hedged High Income Fund
|
60
|
|
Cavalier Multi Strategist Fund
|
61
|
|
Cavalier Tactical Rotation Fund
|
63
|
|
Principal Investment Risks for the Funds
|
64
|
|
Non-Principal Investment Policies and Risks
|
73
|
|
Disclosure of Portfolio Holdings
|
74
|
|
MANAGEMENT OF THE FUNDS
|
75
|
|
Investment Advisor
|
75
|
|
Investment Sub-Advisors
|
76
|
|
Cavalier Adaptive Income Fund
|
76 | |
Cavalier Dynamic Growth Fund
|
77
|
|
Cavalier Fundamental Growth Fund
|
77
|
|
Cavalier Global Opportunities Fund
|
78
|
|
Cavalier Hedged High Income Fund
|
78
|
|
Cavalier Multi Strategist Fund
|
79
|
|
Cavalier Tactical Rotation Fund
|
80
|
|
Distributor
|
81
|
|
Additional Information on Expenses
|
81
|
|
INVESTING IN THE FUNDS
|
83
|
|
Purchase Options
|
83
|
|
Institutional Class Shares
|
83
|
|
Class C Shares
|
83
|
|
Purchase and Redemption Price
|
84
|
|
Buying or Selling Shares Through a Financial Intermediary
|
86
|
|
Purchasing Shares
|
86
|
|
|
|
Redeeming Shares
|
88 | |
Frequent Purchases and Redemptions
|
91
|
|
OTHER IMPORTANT INFORMATION |
93
|
|
Dividends, Distributions, and Taxes
|
93
|
|
Financial Highlights
|
93
|
|
Additional Information
|
Back Cover
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None |
None |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
3.33%
|
3.33%
|
Acquired Fund Fees and Expenses
2
|
0.95%
|
0.95%
|
Total Annual Fund Operating Expenses
|
5.28%
|
6.28%
|
Less Fee Waiver and/or Expense Limitation
3
|
3.08%
|
3.08%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
2.20% |
3.20% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$223
|
$1,306
|
$2,382
|
$5,047
|
Class C
|
$423
|
$1,585
|
$2,815
|
$5,756
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$223
|
$1,306
|
$2,382
|
$5,047
|
Class C
|
$323
|
$1,585
|
$2,815
|
$5,756
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
7.56%
1.42% 1.35% |
2.38%
1.55% 1.51% |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
2.65%
|
3.49%
|
Class C Shares
Before taxes |
6.41% |
1.22% |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
2.65%
|
3.19%
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None
|
None
|
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None
|
1.00%
|
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
2.88%
|
2.88%
|
Interest on Securities Sold Short
2
|
0.05%
|
0.05%
|
Acquired Fund Fees and Expenses
3
|
0.05%
|
0.05%
|
Total Annual Fund Operating Expenses
|
3.98%
|
4.98%
|
Less Fee Waiver and/or Expense Limitation
4
|
2.63%
|
2.63%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.35% |
2.35% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$137
|
$971
|
$1,822
|
$4,025
|
Class C
|
$338
|
$1,261
|
$2,284
|
$4,843
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$137
|
$971
|
$1,822
|
$4,025
|
Class C
|
$238
|
$1,261
|
$2,284
|
$4,843
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
2.85%
1.41% 2.27% |
6.91%
4.33% 4.48% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
8.98%
|
Class C Shares
Before taxes |
1.81% |
4.86% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
6.21%
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None |
None |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
0.54%
|
0.54%
|
Total Annual Fund Operating Expenses
|
1.54%
|
2.54%
|
Less Fee Waiver and/or Expense Limitation
2
|
0.29%
|
0.29%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.25% |
2.25% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$127
|
$458
|
$812
|
$1,810
|
Class C
|
$328
|
$763
|
$1,325
|
$2,854
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$127
|
$458
|
$812
|
$1,810
|
Class C
|
$228
|
$763
|
$1,325
|
$2,854
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
1.51%
1.41% 1.17% |
5.64%
5.60% 4.61% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
4.86%
|
Class C Shares
Before taxes |
0.49% |
5.08% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
4.66%
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None |
None |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.10%
|
1.10%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
1.67%
|
1.67%
|
Acquired Fund Fees and Expenses
2
|
0.37%
|
0.37%
|
Total Annual Fund Operating Expenses
|
3.14%
|
4.14%
|
Less Fee Waiver and/or Expense Limitation
3
|
1.42%
|
1.42%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.72% |
2.72% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$175
|
$836
|
$1,521
|
$3,350
|
Class C
|
$375
|
$1,129
|
$1,998
|
$4,237
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$175
|
$836
|
$1,521
|
$3,350
|
Class C
|
$275
|
$1,129
|
$1,998
|
$4,237
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
11.68%
11.59% 9.43% |
8.22%
7.79% 6.68% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
8.43%
|
Class C Shares
Before taxes |
10.55% |
7.60% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
8.87%
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None |
None |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
3.46%
|
3.46%
|
Acquired Fund Fees and Expenses
2
|
0.31%
|
0.31%
|
Total Annual Fund Operating Expenses
|
4.77%
|
5.77%
|
Less Fee Waiver and/or Expense Limitation
3
|
3.21%
|
3.21%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.56% |
2.56% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$159
|
$1,148
|
$2,141
|
$4,646
|
Class C
|
$359
|
$1,432
|
$2,587
|
$5,398
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$159
|
$1,148
|
$2,141
|
$4,646
|
Class C
|
$259
|
$1,432
|
$2,587
|
$5,398
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
5.84%
5.64% 4.63% |
3.92%
1.85% 2.03% |
Barclays Capital Global High-Yield Index
(reflects no deductions for fees and expenses) |
14.27%
|
5.18%
|
Bank of America Merrill Lynch US High Yield Index*
(reflects no deductions for fees and expenses) |
2.92%
|
1.84%
|
Class C Shares
Before taxes |
4.76% |
3.03% |
Barclays Capital Global High-Yield Index
(reflects no deductions for fees and expenses) |
14.27%
|
5.40%
|
Bank of America Merrill Lynch US High Yield Index*
(reflects no deductions for fees and expenses) |
2.92%
|
1.68%
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None |
None |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
4.11%
|
4.11%
|
Acquired Fund Fees and Expenses
2
|
0.37%
|
0.37%
|
Total Annual Fund Operating Expenses
|
5.48%
|
6.48%
|
Less Fee Waiver and/or Expense Limitation
3
|
3.86%
|
3.86%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.62% |
2.62% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$165
|
$1,292
|
$2,409
|
$5,155
|
Class C
|
$365
|
$1,572
|
$2,841
|
$5,853
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$165
|
$1,292
|
$2,409
|
$5,155
|
Class C
|
$265
|
$1,572
|
$2,841
|
$5,853
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
5.08%
5.08% 4.13% |
6.29%
5.38% 4.78% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
8.43%
|
S&P 500 Total Return Index**
(reflects no deductions for fees and expenses) |
11.96%
|
12.88%
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Class C Shares
Before taxes |
3.98% |
5.52% |
S&P Global Broad Market Index
(reflects no deductions for fees and expenses) |
8.84%
|
8.87%
|
S&P 500 Total Return Index**
(reflects no deductions for fees and expenses) |
11.96%
|
13.41%
|
Shareholder Fees
|
||
(fees paid directly from your investment)
|
||
Institutional
|
Class C
|
|
Maximum Sales Charge (Load) Imposed On Purchases
(as a % of offering price) |
None |
None |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
Annual Fund Operating Expenses
1
|
||
Institutional
|
Class C
|
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (12b1) Fees
|
None
|
1.00%
|
Other Expenses
|
0.41%
|
0.41%
|
Acquired Fund Fees and Expenses
2
|
0.14%
|
0.14%
|
Total Annual Fund Operating Expenses
|
1.55%
|
2.55%
|
Less Fee Waiver and/or Expense Limitation
3
|
0.16%
|
0.16%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.39% |
2.39% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$142
|
$474
|
$830
|
$1,832
|
Class C
|
$342
|
$778
|
$1,341
|
$2,873
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional
|
$142
|
$474
|
$830
|
$1,832
|
Class C
|
$242
|
$778
|
$1,341
|
$2,873
|
Average Annual Total Returns
Periods Ended December 31, 2016 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
6.32%
6.32% 5.13% |
7.50%
6.11% 5.38% |
S&P 500 Total Return Index**
|
11.96%
|
12.88%
|
Class C Shares
Before taxes |
5.36% |
6.76% |
S&P 500 Total Return Index**
|
11.96%
|
13.41%
|
Fund
|
Investment Objective
|
Cavalier Adaptive Income Fund
|
Total return through a combination of capital appreciation
and current income.
|
Cavalier Dynamic Growth Fund
|
Capital appreciation without regard to current income.
|
Cavalier Fundamental Growth Fund
|
Capital appreciation.
|
Cavalier Global Opportunities Fund
|
Capital appreciation.
|
Cavalier Hedged High Income Fund
|
Current income and real return.
|
Cavalier Multi Strategist Fund
|
Total return through a combination of capital appreciation
and current income, with a secondary goal of downside
protection.
|
Cavalier Tactical Rotation Fund
|
Capital appreciation.
|
●
|
Fund of Funds Risk |
●
|
Foreign Securities and Emerging |
●
|
Control of Portfolio Funds Risk |
|
Markets Risk |
●
|
Closed-End Fund Risk |
●
|
Derivatives Risk |
●
|
Market Risk |
●
|
Short Sales Risk |
●
|
Management Style Risk |
●
|
Leverage Risk |
●
|
Fixed Income Risk |
●
|
Portfolio Turnover Risk |
●
|
Interest Rate Risk |
●
|
Futures Risk |
●
|
Inflation Risk |
●
|
Swaps Risk |
●
|
High-Yield Risk |
●
|
Risks from Purchasing Options |
●
|
Corporate Debt Securities Risk |
●
|
Risks from Writing Options |
●
|
Convertible Securities Risk |
●
|
Fixed-Income Market Risk |
●
|
TIPS Risk |
●
|
Investment Advisor Risk |
●
|
Sector Risk |
●
|
Market Risk
|
●
|
Sector Risk |
●
|
Management Style Risk |
●
|
Short Sales Risk
|
●
|
Common Stock Risk
|
●
|
Leverage Risk
|
●
|
Other Equity Securities Risk
|
●
|
Portfolio Turnover Risk
|
●
|
Large-Cap Securities Risk
|
●
|
Investment Advisor Risk
|
●
|
Small-Cap and Mid-Cap
|
●
|
Foreign Securities and Emerging
|
|
Securities Risk
|
|
Markets Risk
|
●
|
Market Risk
|
●
|
Micro-Cap Securities Risk
|
●
|
Management Style Risk
|
●
|
Foreign Securities and Emerging
|
●
|
Quantitative Model Risk
|
Markets Risk | |
●
|
Common Stock Risk
|
●
|
Currency Risk
|
●
|
Large-Cap Securities Risk
|
●
|
Depository Receipts
|
●
|
Small-Cap and Mid-Cap
|
●
|
Investment Advisor Risk
|
|
Securities Risk
|
|
|
● |
Portfolio Turnover Risk
|
Cavalier Adaptive Income Fund
|
Matt Boden
Chad Stephens
Rick Nelson |
Cavalier Dynamic Growth Fund
|
Justin Lent (StratiFi)
Mark Scalzo (Validus) |
Cavalier Fundamental Growth Fund
|
Louis Navellier
|
Cavalier Global Opportunities Fund
|
David Haviland
|
Cavalier Hedged High Income Fund
|
Gavan Duemke (Carden)
Sean Wright (Carden)
Scott Wetherington (Cavalier)
|
Cavalier Multi Strategist Fund
|
Brian Shevlan and Lee Calfo (Bluestone)
Gavan Duemke and Sean Wright (Carden) Dr. Henry Ma (Julex)
Scott Wetherington (Cavalier)
|
Cavalier Tactical Rotation Fund
|
David Haviland
|
Fund
|
Rate
|
Cavalier Adaptive Income Fund
|
1.00%
|
Cavalier Dynamic Growth Fund
|
1.00%
|
Cavalier Fundamental Growth Fund
|
1.00%
|
Cavalier Global Opportunities Fund
|
1.10%
|
Cavalier Hedged High Income Fund
|
1.00%
|
Cavalier Multi Strategist Fund
|
1.00%
|
Cavalier Tactical Rotation Fund
|
1.00%
|
Fund
|
Operating Expense Limit
Institutional and
Class C Shares |
1. Cavalier Adaptive Income Fund
|
1.25%
|
2. Cavalier Dynamic Growth Fund
|
1.25%
|
3. Cavalier Fundamental Growth Fund
|
1.25%
|
4. Cavalier Global Opportunities Fund
|
1.35%
|
5. Cavalier Hedged High Income Fund
|
1.25%
|
6. Cavalier Multi Strategist Fund
|
1.25%
|
Fund
|
Operating Expense Limit
Institutional and
Class C Shares |
7. Cavalier Tactical Rotation Fund
|
1.25%
|
●
|
No front-end sales charge.
|
●
|
No distribution or service plan (Rule 12b-1) fees.
|
●
|
No contingent deferred sales charge.
|
●
|
$1,000 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.
|
●
|
$1,000 minimum initial investment.
|
●
|
Purchase maximum per transaction of $500,000.
|
●
|
Automatic conversion to Institutional Class Shares seven years after purchase.
|
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 exchanges 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 of death or initial determination of permanent disability.
|
●
|
Redemptions of Class C Shares pursuant to a systematic withdrawal plan.
|
●
|
Mandatory distributions from a tax-deferred retirement plan or IRA.
|
Year
ended
May 31,
2017
|
Year
ended
May 31,
2016
|
Year
ended
May 31,
2015
|
Year
ended
May 31,
2014
|
Year
ended
May 31,
2013
|
|
Net Asset Value, Beginning of Year
|
$9.98
|
$9.98
|
$10.15
|
$10.19
|
$10.16
|
Income (Loss) from Investment Operations
Net investment income
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
0.38(c) 0.46 0.84 |
0.10(c) (0.00)(g)(h)
0.10
|
0.17(c) (0.17)
--
|
0.17(c) (0.05)
0.12
|
0.39 0.14
0.53
|
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
( 0.40) -- (0.40) |
(0.10) -- (0.10) |
(0.16) (0.01) (0.17) |
(0.16) -- (0.16) |
(0.48) (0.02) (0.50) |
Net Asset Value, End of Year
|
$10.42
|
$9.98
|
$9.98
|
$10.15
|
$10.19
|
Total Return
(a)
|
8.54%
|
1.02%
|
(0.04)%
|
1.25%
|
5.33%
|
Net Assets, End of Year (in thousands)
|
$4,498
|
$7,063
|
$19,813
|
$9,280
|
$7,679
|
Ratios of:
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Investment Income (Loss) to Average Net
Assets(d)
|
3.90% 1.29%
3.68%
|
2.04% 0.94%(f)
0.98%(f)
|
1.72% 0.88%(e)
1.72%(e)
|
0.70% 0.70%
1.73%
|
0.86% 0.84%
3.14%
|
Portfolio Turnover Rate
|
110.84%
|
246.74%
|
106.26%
|
127.64%
|
82.95%
|
Year
ended
May 31,
2017
|
Year
ended
May 31,
2016
|
Year
ended
May 31,
2015
|
Year
ended
May 31,
2014
|
Year
ended
May 31,
2013
|
|
Net Asset Value, Beginning of Year
|
$9.67
|
$9.70
|
$9.87
|
$9.91
|
$9.94
|
Income (Loss) from Investment Operations
Net investment income (loss)
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
0.29(c) 0.42 0.71 |
(0.01)(c) 0.01(g)
(0.00)
|
0.08(c) (0.17)
(0.09)
|
0.07(c) (0.04)
0.03
|
0.27 0.14
0.41
|
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
(0.31) -- (0.31) |
(0.03) -- (0.03) |
(0.07) (0.01) (0.08) |
(0.07) -- (0.07) |
(0.42) (0.02) (0.44) |
Net Asset Value, End of Year
|
$10.07
|
$9.67
|
$9.70
|
$9.87
|
$9.91
|
Total Return
(a)
|
7.46%
|
0.05%
|
(0.97)%
|
0.29%
|
4.16%
|
Net Assets, End of Year (in thousands)
|
$2,204
|
$1,422
|
$756
|
$818
|
$760
|
Ratios of:
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Investment Income (Loss) to Average Net
Assets(d)
|
5.27% 2.28%
2.96%
|
3.17% 2.12%(f)
(0.14)%(f)
|
2.72% 1.88%(e)
0.79%(e)
|
1.70% 1.70%
0.73%
|
1.86% 1.84%
2.14%
|
Portfolio Turnover Rate
|
110.84%
|
246.74%
|
106.26%
|
127.64%
|
82.95%
|
Year
ended
May 31, 2017 |
Year
ended
May 31, 2016 |
Year
ended
May 31, 2015 |
Year
ended
May 31, 2014 |
Year
ended
May 31, 2013 |
|
Net Asset Value, Beginning of Year
|
$9.92
|
$12.92
|
$12.15
|
$11.55
|
$9.42
|
Income (Loss) from Investment Operations
Net investment income (loss)
Net realized and unrealized gain (loss) on
investments and options written
Total from Investment Operations
|
(0.02)(d) 1.57 1.55 |
(0.02)(d) (0.93)
(0.95)
|
(0.06)(d) 1.88
1.82
|
0.11(d) 1.08
1.19
|
0.21 1.92
2.13
|
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
--
(0.74) (0.74) |
--
(2.05) (2.05) |
(0.11)
(0.94) (1.05) |
(0.13)
(0.46) (0.59) |
--
-- -- |
Net Asset Value, End of Year
|
$10.73
|
$9.92
|
$12.92
|
$12.15
|
$11.55
|
Total Return
(a)
|
16.50%
|
(7.71)%
|
16.26%
|
10.44%
|
22.61%
|
Net Assets, End of Year (in thousands)
|
$6,431
|
$10,831
|
$19,722
|
$23,879
|
$14,139
|
Ratios of:
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Investment Income (Loss) to Average
Net Assets(c)
|
3.61%(f) 1.43%(f)
(0.21)%
|
1.85%(e) 1.37%(e)
(0.14)%
|
1.27% 1.27%
(0.47)%
|
0.70% 0.70%
0.91%
|
0.94% 0.88%
1.72%
|
Portfolio Turnover Rate
|
159.52%
|
312.56%
|
259.65%
|
425.39%
|
453.00%
|
Year
ended
May 31, 2017 |
Year
ended
May 31, 2016 |
Year
ended
May 31, 2015 |
Year
ended
May 31, 2014 |
Year
ended
May 31, 2013 |
|
Net Asset Value, Beginning of Year
|
$9.49
|
$12.57
|
$11.97
|
$11.48
|
$9.48
|
Income (Loss) from Investment
Operations
Net investment income (loss)
Net realized and unrealized gain (loss) on
Investments and options written
Total from Investment Operations
|
(0.13)(d) 1.51 1.38 |
(0.11)(d) (0.92)
(1.03)
|
(0.18)(d) 1.83
1.65
|
(0.01)(d) 1.09
1.08
|
0.08 1.92
2.00
|
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
--
(0.74) (0.74) |
--
(2.05) (2.05) |
(0.11)
(0.94) (1.05) |
(0.13) (0.46) (0.59) |
--
-- -- |
Net Asset Value, End of Year
|
$10.13
|
$9.49
|
$12.57
|
$11.97
|
$11.48
|
Total Return
(a)
|
15.42%
|
(8.64)%
|
15.04%
|
9.53%
|
21.10%
|
Net Assets, End of Year (in thousands)
|
$887
|
$979
|
$1,208
|
$1,122
|
$865
|
Ratios of:
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Investment Income (Loss) to Average
Net Assets(c)
|
4.82%(f)
2.43%(f)
(1.32)%
|
2.95%(e) 2.40%(e) (1.02)% |
2.27%
2.27% (1.50)% |
1.70%
1.70% (0.09)% |
1.92% 1.87% 0.88% |
Portfolio Turnover Rate
|
159.52%
|
312.56%
|
259.65%
|
425.39%
|
453.00%
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Period
ended May 31, 2014 (f) |
|
Net Asset Value, Beginning of Period
|
$11.58
|
$12.77
|
$11.09
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income (loss)(e)
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
0.03
2.10 2.13 |
0.01
(1.19)
(1.18)
|
0.03
1.65
1.68
|
(0.04)
1.13
1.09
|
Less Distributions
From net investment income
Total Distributions
|
(0.02) (0.02) |
(0.01) (0.01) |
--
--
|
--
--
|
Net Asset Value, End of Period
|
$13.69
|
$11.58
|
$12.77
|
$11.09
|
Total Return
(c)
|
18.42%
|
(9.21)%
|
15.15%
|
10.90%(b)
|
Net Assets, End of Period (in thousands)
|
$63,142
|
$45,453
|
$53,713
|
$18,202
|
Ratios of:
Gross Expenses to Average Net Assets(d)
Net Expenses to Average Net Assets(d)
Net Investment Income (Loss) to Average Net Assets |
1.55% 1.18% 0.29% |
1.51% 1.11%(g) 0.05%(g) |
1.55% 1.13% 0.23% |
1.25%(a) 1.25%(a) (0.64)%(a) |
Portfolio Turnover Rate
|
135.58%
|
172.08%
|
95.22%
|
71.01%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Period
ended May 31, 2014 (f) |
|
Net Asset Value, Beginning of Period
|
$11.42
|
$12.72
|
$11.16
|
$10.00
|
Income (Loss) from Investment Operations
Net investment loss (e)
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
(0.06)
2.04 1.98 |
(0.11) (1.18)
(1.29)
|
(0.11) 1.67
1.56
|
(0.10) 1.26
1.16
|
Less Distributions
From net investment income
Total Distributions
|
(0.02)
(0.02) |
(0.01)
(0.01)
|
--
--
|
--
--
|
Net Asset Value, End of Period
|
$13.38
|
$11.42
|
$12.72
|
$11.16
|
Total Return
(c)
|
17.37%
|
(10.11)%
|
13.98%
|
11.60%(b)
|
Net Assets, End of Period (in thousands)
|
$2,423
|
$7,582
|
$6,840
|
$233
|
Ratios of:
Gross Expenses to Average Net Assets (d)
Net Expenses to Average Net Assets (d)
Net Investment Loss to Average Net Assets
|
2.49% 2.13% (0.51)% |
2.51%
2.11%(g) (0.96)%(g) |
2.55%
2.13% (0.93)% |
2.25%(a)
2.25%(a) (1.69)%(a) |
Portfolio Turnover Rate
|
135.58%
|
172.08%
|
95.22%
|
71.01%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31,
2016
|
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (f) |
|
Net Asset Value, Beginning of Period
|
$11.81
|
$13.13
|
$12.93
|
$11.19
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income
Net realized and unrealized gain (loss) on
Investments
Total from Investment Operations
|
0.05(g) 2.73 2.78 |
0.05(g) (1.22) (1.17) |
0.05(g) 0.65 0.70 |
0.09(g) 1.74 1.83 |
0.02 1.22 1.24 |
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
(0.03)
-- (0.03) |
--
(0.15) (0.15) |
(0.06)
(0.44)
(0.50) |
(0.09)
--
(0.09) |
(0.05)
--
(0.05) |
Net Asset Value, End of Period
|
$14.56
|
$11.81
|
$13.13
|
$12.93
|
$11.19
|
Total Return
(c)
|
23.53%
|
(8.92)%
|
5.63%
|
16.36%
|
12.41%(b)
|
Net Assets, End of Period (in thousands)
|
$22,149
|
$8,113
|
$41,049
|
$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)
|
2.56% 1.24%
0.39%
|
1.22%
0.91%(i)
0.41%(i)
|
1.25%
0.93%(h)
0.41%(h)
|
0.70%
0.70%
0.72%
|
0.70%(a)
0.70%(a)
0.57%(a)
|
Portfolio Turnover Rate
|
439.72%
|
284.69%
|
50.59%
|
3.26%
|
0.00%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (f) |
|
Net Asset Value, Beginning of Period
|
$11.61
|
$13.04
|
$12.97
|
$11.28
|
$10.00
|
Income (Loss) from Investment
Operations
Net investment loss
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
(0.01)(g) 2.65 2.64 |
(0.07)(g) (1.21) (1.28) |
(0.13)(g) 0.70 0.57 |
(0.03)(g) 1.80 1.77 |
(0.01) 1.32 1.31 |
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
(0.03)
-- (0.03) |
--
(0.15) (0.15) |
(0.06)
(0.44)
(0.50) |
(0.08)
--
(0.08) |
(0.03)
--
(0.03) |
Net Asset Value, End of Period
|
$14.22
|
$11.61
|
$13.04
|
$12.97
|
$11.28
|
Total Return
(c)
|
22.73%
|
(9.84)%
|
4.64%
|
15.72%
|
13.12%(b)
|
Net Assets, End of Period (in thousands)
|
$871
|
$6,160
|
$7,229
|
$178
|
$48
|
Ratios of:
Gross Expenses to Average Net Assets(d)
Net Expenses to Average Net Assets(d)
Net Investment Income (Loss) to Average
Net Assets(e)
|
2.91% 2.14% (0.09)% |
2.22%
1.84%(i) (0.56)%(i) |
2.25%
1.93%(h)
(1.00)%(h)
|
1.70%
1.70% (0.28)% |
1.70%(a)
1.70%(a) (0.87)%(a) |
Portfolio Turnover Rate
|
439.72%
|
284.69%
|
50.59%
|
3.26%
|
0.00%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (f) |
|
Net Asset Value, Beginning of Period
|
$9.25
|
$9.63
|
$10.74
|
$10.23
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
0.27(g) 0.88 1.15 |
0.27(g) (0.41) (0.14) |
0.38(g) (0.93) (0.55) |
0.52(g) 0.58 1.10 |
0.33 0.20 0.53 |
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
(0.20) -- (0.20) |
(0.20) (0.04) (0.24) |
(0.34) (0.22)
(0.56)
|
(0.55) (0.04)
(0.59)
|
(0.30) --
(0.30)
|
Net Asset Value, End of Period
|
$10.20
|
$9.25
|
$9.63
|
$10.74
|
$10.23
|
Total Return
(c)
|
12.45%
|
(1.40)%
|
(2.19)%
|
11.18%
|
5.37%(b)
|
Net Assets, End of Period (in thousands)
|
$4,789
|
$7,392
|
$32,214
|
$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)
|
4.06% 1.40% 2.77% |
2.00%
1.01%(i) 2.89%(i) |
1.23%
0.90%(h) 5.40%(h) |
0.70%
0.70% 5.26% |
0.70%(a)
0.70%(a) 6.59%(a) |
Portfolio Turnover Rate
|
184.78%
|
327.01%
|
64.51%
|
75.79%
|
78.00%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (f) |
|
Net Asset Value, Beginning of Period
|
$9.22
|
$9.67
|
$10.76
|
$10.17
|
$10.00
|
Income (Loss) from Investment Operations
Net investment income
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
0.19(g) 0.86 1.05 |
0.01(g) (0.26) (0.25) |
0.49(g) (0.82)
(0.33)
|
0.47(g) 0.61
1.08
|
0.24 0.19 0.43 |
Less Distributions From
Net investment income
Net realized gains
Total Distributions
|
(0.18) -- (0.18) |
(0.16) (0.04) (0.20) |
(0.42) (0.34)
(0.76)
|
(0.45) (0.04)
(0.49)
|
(0.26) --
(0.26)
|
Net Asset Value, End of Period
|
$10.09
|
$9.22
|
$9.67
|
$10.76
|
$10.17
|
Total Return
(c)
|
11.38%
|
(2.53)%
|
(3.01)%
|
11.00%
|
4.36%(b)
|
Net Assets, End of Period (in thousands)
|
$1,515
|
$850
|
$576
|
$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)
|
5.48% 2.37% 1.93% |
3.00% 2.21%(i) 0.08%(i) |
2.23%
1.90%(h)
4.40%(h) |
1.70% 1.70% 4.26% |
1.76%(a) 1.76%(a) 5.71%(a) |
Portfolio Turnover Rate
|
184.78%
|
327.01%
|
64.51%
|
75.79%
|
78.00%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 ( e ) |
|
Net Asset Value, Beginning of Period
|
$11.00
|
$12.09
|
$12.09
|
$11.06
|
$10.00
|
Income (Loss) from Investment
Operations
Net investment income (loss)
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
(0.01)(f)
1.31 1.30 |
(0.00)(f)(i)
(0.71) (0.71) |
0.10(f)
0.35 0.45 |
0.06(f)
1.29 1.35 |
0.12
1.09 1.21 |
Less Distributions
From net investment income
From net realized gains
Total Distributions
|
-- -- -- |
-- (0.38) (0.38) |
(0.11) (0.34)
(0.45)
|
(0.11) (0.21)
(0.32)
|
(0.15) --
(0.15)
|
Net Asset Value, End of Period
|
$12.30
|
$11.00
|
$12.09
|
$12.09
|
$11.06
|
Total Return
|
11.82%
|
(5.89)%
|
3.91%
|
12.37%
|
12.23%(b)
|
Net Assets, End of Period (in thousands)
|
$9,178
|
$3,920
|
$11,650
|
$5,697
|
$1,862
|
Ratios of:
Gross Expenses to Average Net Assets(c)
Net Expenses to Average Net Assets(c)
Net Investment Income to Average Net
Assets(d)
|
4.87% 1.41% (0.09)% |
3.92% 1.20%(h) (0.02)%(h) |
2.12% 0.94%(g) 0.81%(g) |
0.70% 0.70% 0.56% |
0.70%(a) 0.70%(a) 0.77%(a) |
Portfolio Turnover Rate
|
190.49%
|
173.62%
|
69.31%
|
26.97%
|
8.94%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (e) |
|
Net Asset Value, Beginning of Period
|
$10.73
|
$11.91
|
$12.04
|
$11.16
|
$10.00
|
Income (Loss) from Investment
Operations
Net investment income (loss)
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
(0.12)(f)
1.27 (1.15) |
(0.12)(f)
(0.68) (0.80) |
0.01(f)
0.31 0.32 |
(0.05)(f)
1.24 1.19 |
--
1.29 1.29 |
Less Distributions
From net investment income
From net realized gains
Total Distributions
|
-- -- -- |
-- (0.38) (0.38) |
(0.11) (0.34)
(0.45)
|
(0.10) (0.21)
(0.31)
|
(0.13) --
(0.13)
|
Net Asset Value, End of Period
|
$11.88
|
$10.73
|
$11.91
|
$12.04
|
$11.16
|
Total Return
|
10.72%
|
(6.75)%
|
2.82%
|
10.84%
|
13.04%(b)
|
Net Assets, End of Period (in thousands)
|
$643
|
$381
|
$264
|
$122
|
$9
|
Ratios of:
Gross Expenses to Average Net Assets(c)
Net Expenses to Average Net Assets(c)
Net Investment Income (Loss) to Average Net
Assets(d)
|
5.85% 2.44% (1.06)% |
5.25% 2.27%(h) (1.05)%(h) |
3.12% 1.94%(g) 0.04%(g) |
1.70% 1.70% (0.43)% |
1.70%(a) 1.70%(a) 0.68%(a) |
Portfolio Turnover Rate
|
190.49%
|
173.62%
|
69.31%
|
26.97%
|
8.94%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (f) |
|
Net Asset Value, Beginning of Period
|
$11.26
|
$12.23
|
$11.74
|
$10.67
|
$10.00
|
Income (Loss) from Investment
Operation
Net investment income (loss)
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
0.08(g) 1.44 1.52 |
(0.00)(g)(j) (0.66) (0.66) |
0.04(g) 1.02 1.06 |
0.04(g) 1.60 1.64 |
(0.01) 0.75 0.74 |
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
-- -- -- |
-- (0.31) (0.31) |
(0.06) (0.51)
(0.57)
|
(0.04) (0.53)
(0.57)
|
(0.07) --
(0.07)
|
Net Asset Value, End of Period
|
$12.78
|
$11.26
|
$12.23
|
$11.74
|
$10.67
|
Total Return
(c)
|
13.50%
|
(5.41)%
|
9.29%
|
15.71%
|
7.46%(b)
|
Net Assets, End of Period (in thousands)
|
$89,872
|
$81,866
|
$92,098
|
$30,116
|
$12,573
|
Ratios of:
Gross Expenses to Average Net Assets(d)
Net Expenses to Average Net Assets(d)
Net Investment Income (Loss) to Average
Net Assets(e)
|
1.41% 1.40% 0.64% |
1.42% 1.26%(i) (0.03)%(i) |
1.41% 1.20%(h) 0.36%(h) |
1.25% 1.25 % 0.36 % |
1.20%(a) 1.20%(a) (0.33)%(a) |
Portfolio Turnover Rate
|
166.56%
|
633.50%
|
323.99%
|
394.35%
|
98.01%(b)
|
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
Period
ended May 31, 2013 (f) |
|
Net Asset Value, Beginning of Period
|
$10.99
|
$12.06
|
$11.69
|
$10.65
|
$10.00
|
Income (Loss) from Investment
Operations
Net investment loss
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
(0.02)(g) 1.39 1.37 |
(0.11)(g) (0.65) (0.76) |
(0.11)(g) 1.04 0.93 |
(0.09)(g) 1.69 1.60 |
(0.02) 0.73 0.71 |
Less Distributions From:
Net investment income
Net realized gains
Total Distributions
|
-- -- -- |
-- (0.31)
(0.31)
|
(0.05) (0.51)
(0.56)
|
(0.03) (0.53)
(0.56)
|
(0.06) --
(0.06)
|
Net Asset Value, End of Period
|
$12.36
|
$10.99
|
$12.06
|
$11.69
|
$10.65
|
Total Return
(c)
|
12.47%
|
(6.33)%
|
8.24%
|
15.37%
|
7.15%(b)
|
Net Assets, End of Period (in thousands)
|
$2,076
|
$7,823
|
$9,955
|
$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)
|
2.41%
2.40% (0.14)% |
2.41%
2.25%(i) (0.99)%(i) |
2.41%
2.20%(h) (0.95)%(h) |
2.25%
2.25% (0.78)% |
2.20%(a)
2.20%(a) (2.19)%(a) |
Portfolio Turnover Rate
|
166.56%
|
633.50%
|
323.99%
|
394.35%
|
98.01%(b)
|
By telephone:
|
1-800-773-3863
|
|
By mail:
|
Cavalier 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
|
ADDITIONAL INFORMATION ABOUT INVESTMENT POLICIES
|
2
|
INVESTMENT LIMITATIONS
|
16
|
PORTFOLIO TRANSACTIONS
|
17
|
DESCRIPTION OF THE TRUST
|
19
|
MANAGEMENT AND OTHER SERVICE PROVIDERS
|
20
|
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
|
39
|
SPECIAL SHAREHOLDER SERVICES
|
40
|
DISCLOSURE OF PORTFOLIO HOLDINGS
|
42
|
NET ASSET VALUE
|
43
|
ADDITIONAL TAX INFORMATION
|
44
|
FINANCIAL STATEMENTS
|
47
|
APPENDIX A – DESCRIPTION OF RATINGS
|
48
|
APPENDIX B – PROXY VOTING POLICIES
|
52
|
●
|
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.
|
Adaptive
Income
Fund
|
Dynamic
Growth
Fund
|
Fundamental
Growth
Fund
|
Global
Opportunities
Fund
|
Hedged
High
Income
Fund
|
Multi
Strategist
Fund
|
Tactical
Rotation
Fund
|
|
Portfolio Turnover
|
X
|
||||||
Temporary Defensive
Positions
|
X
|
X
|
X
|
X
|
X
|
||
U.S. Government
Securities
|
X
|
X
|
(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, each 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 each 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 each 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 each 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, each 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
|
2017
|
2016
|
2015
|
Cavalier Adaptive Income Fund
|
$5,699
|
$3,324
|
$0
|
Cavalier Dynamic Growth Fund
|
$9,067
|
$24,494
|
$39,186
|
Cavalier Fundamental Growth Fund
|
$95,396
|
$91,630
|
$64,012
|
Cavalier Global Opportunities Fund
|
$1,327
|
$28,538
|
$7,993
|
Cavalier Hedged High Income Fund
|
$4,455
|
$12,079
|
$1,231
|
Cavalier Multi Strategist Fund
|
$4,652
|
$5,315
|
$1,913
|
Cavalier Tactical Rotation Fund
|
$17,369
|
$217,986
|
$83,226
|
Name, Age
and Address |
Position
held with Funds
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
|
|||||
James H. Speed, Jr.
Date of Birth: 06/1953 |
Independent
Trustee, Chairman
|
Trustee since
7/09,
Chair
since 5/12
|
Previously President and CEO of NC Mutual Insurance Company (insurance company) from 2003 to 2015.
|
16
|
Independent Trustee of the Brown Capital Management Mutual Funds for its four series, Hillman Capital Management Investment Trust for its one series, Centaur Mutual Funds Trust for its one series, Chesapeake Investment Trust, previously known as Gardner Lewis Trust, for its one series and WST Investment Trust for its two series (all registered investment companies). Member of Board of Directors of M&F Bancorp. Member of Board of Directors of Investors Title Company. Previously, Board of Directors of NC Mutual Life Insurance Company.
|
Theo H. Pitt, Jr.
Date of Birth: 04/1936 |
Independent
Trustee
|
Since 9/10
|
Senior Partner, Community Financial Institutions Consulting (financial consulting) since 1999; Partner, Pikar Properties (real estate) since 2001.
|
16
|
Independent Trustee of World Funds Trust for its forty nine series, Chesapeake Investment Trust, previously known as Gardner Lewis Investment Trust, for its one series, Leeward Investment Trust for its two series and Hillman Capital Management Investment Trust for its one series (all registered investment companies).
|
Michael G. Mosley
Date of Birth: 01/1953 |
Independent
Trustee
|
Since 7/10
|
Owner of Commercial Realty Services (real estate) since 2004.
|
16
|
None.
|
J. Buckley Strandberg
Date of Birth: 03/1960 |
Independent
Trustee
|
Since 7/09
|
President of Standard Insurance and Realty (insurance and property management) since 1982.
|
16
|
None.
|
Other Officers
|
|||||
Katherine M. Honey
Date of Birth: 09/1973 |
President and
Principal Executive
Officer
|
Since
05/15
|
EVP of The Nottingham Company since 2008.
|
n/a
|
n/a
|
Matthew J. Beck
Date of Birth: 06/1988 |
Secretary
|
Since
05/15
|
General Counsel of The Nottingham Company since 2014.
|
n/a
|
n/a
|
Ashley E. Harris
Date of Birth: 03/1984
|
Treasurer, Assistant Secretary and
Principal Financial Officer
|
Since
05/15
|
Fund Accounting Manager and Financial Reporting, The Nottingham Company since 2008.
|
n/a
|
n/a
|
Name, Age
and Address |
Position
held with Funds
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 |
Stacey Gillespie
Date of Birth: 05/1974
|
Chief Compliance Officer
|
Since
03/16
|
Compliance Director, Cipperman Compliance Services, LLC (09/15-present). Formerly, Chief Compliance Officer of Boenning & Scattergood, Inc. (2013-2015) and Director of Investment Compliance at Boenning & Scattergood, Inc. (2007-2013).
|
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*
|
James H. Speed, Jr.
|
Cavalier Adaptive Income Fund
|
A
|
|
Cavalier Dynamic Growth Fund
|
A
|
||
Cavalier Fundamental Growth Fund
|
A
|
||
Cavalier Global Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
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*
|
|
Cavalier Multi Strategist Fund
|
A
|
|
Cavalier Tactical Rotation Fund
|
A
|
||
A
|
|||
Theo H. Pitt, Jr.
|
Cavalier Adaptive Income Fund
|
A
|
|
Cavalier Dynamic Growth Fund
|
A
|
||
Cavalier Fundamental Growth Fund
|
A
|
||
Cavalier Global Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Multi Strategist Fund
|
A
|
||
Cavalier Tactical Rotation Fund
|
A
|
||
A
|
|||
Michael G. Mosley
|
Cavalier Adaptive Income Fund
|
A
|
|
Cavalier Dynamic Growth Fund
|
A
|
||
Cavalier Fundamental Growth Fund
|
A
|
||
Cavalier Global Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Multi Strategist Fund
|
A
|
||
Cavalier Tactical Rotation Fund
|
A
|
||
A
|
|||
J. Buckley Strandberg
|
Cavalier Adaptive Income Fund
|
A
|
|
Cavalier Dynamic Growth Fund
|
A
|
||
Cavalier Fundamental Growth Fund
|
A
|
||
Cavalier Global Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Multi Strategist Fund
|
A
|
||
Cavalier Tactical Rotation 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
|
$2,562.50
|
None
|
None
|
$37,117.03
|
Theo H. Pitt, Jr.
|
$2,562.50
|
None
|
None
|
$37,117.03
|
James H. Speed, Jr.
|
$2,562.50
|
None
|
None
|
$37,117.03
|
J. Buckley Strandberg
|
$2,562.50
|
None
|
None
|
$37,117.03
|
Cavalier Adaptive Income Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
376,320.4680 Shares
|
83.21%**
|
Class C Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
190,545.7110 Shares
|
80.49%**
|
Cavalier Dynamic Growth
Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza Jersey City, NJ 07399 |
529,835.6210 Shares
|
84.13%**
|
Class C Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
63,475.8410 Shares
|
68.75%**
|
LPL Financial
4707 Executive Drive
San Diego, CA 92121
|
6,854.5580 Shares
|
7.42%**
|
LPL Financial
4707 Executive Drive
San Diego, CA 92121
|
819,433.1860 Shares
|
17.69%**
|
Wendy Navellier
2801 Market Street, Saint Louis, MO 63103 |
460,179.3000 Shares
|
9.93%
|
Class C Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
81,114.6100 Shares
|
47.11%**
|
LPL Financial
4707 Executive Drive
San Diego, CA 92121
|
20,381.9550 Shares
|
11.84%**
|
UBS WM USA
1000 Harbor Blvd, 5 th Floor Weehawken, NJ 07086 |
45,238.0920 Shares
|
26.28%**
|
Cavalier Hedged High Income Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
434,489.5920 Shares
|
93.54%**
|
Class C Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
105,660.8400 Shares
|
59.53%**
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
41,143.2950 Shares
|
23.18%**
|
Cavalier Multi Strategist Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
318,204.1110 Shares
|
43.33%**
|
LPL Financial
4707 Executive Drive
San Diego, CA 92121
|
396,658.7790 Shares
|
54.01%**
|
Class C Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
31,556.5810 Shares
|
56.85%**
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
9,945.0910 Shares
|
17.92%**
|
Cavalier Tactical Rotation Fund
|
||
Institutional Class Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
1,543,218.3810 Shares
|
21.25%**
|
LPL Financial
4707 Executive Drive
San Diego, CA 92121
|
524,281.3600 Shares
|
7.22%**
|
1,066,934.9630 Shares
|
14.69%**
|
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
807,027.4640 Shares
|
11.11%**
|
Class C Shares
|
||
Name and Address of
Beneficial Owner |
Amount and Nature of
Beneficial Ownership |
Percent
|
Pershing LLC
1 Pershing Plaza, Jersey City, NJ 07399 |
73,214.0620 Shares
|
43.44%**
|
LPL Financial
4707 Executive Drive
San Diego, CA 92121
|
39,063.2430 Shares
|
23.18%**
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
26,199.8570 Shares
|
15.54%**
|
Fund |
Advisory Fee
Rate
June 1, 2016-
December 28,
2016
|
Advisory Fee
Rate
December 29,
2016-May 31,
2017
|
Amount
Incurred by
the Fund
|
Amount
Waived by
Advisor
|
Expenses
Reimbursed
by Advisor
|
Cavalier Adaptive Income Fund
|
0.45%
|
1.00%
|
$45,351
|
$45,351
|
$137,818
|
Cavalier Dynamic Growth Fund
|
0.45%
|
1.15%
|
$59,281
|
$59,281
|
$126,338
|
Cavalier Fundamental Growth Fund
|
1.00%
|
1.00%
|
$559,904
|
$206,022
|
$ -
|
Cavalier Global Opportunities Fund
|
0.45%
|
1.10%
|
$96,603
|
$96,603
|
$61,679
|
Cavalier Hedged High Income Fund
|
0.45%
|
1.00%
|
$42,923
|
$42,923
|
$132,927
|
Cavalier Multi Strategist Fund
|
0.45%
|
1.00%
|
$47,554
|
$47,554
|
$170,178
|
Cavalier Tactical Rotation Fund
|
1.00%
|
1.00%
|
$864,159
|
$5,023
|
$ -
|
2015
(Paid to FolioMetrix, LLC) |
|
Fund
|
Amount Paid
|
Cavalier Adaptive Income Fund
|
$57,691
|
Cavalier Dynamic Growth Fund
|
$105,597
|
Cavalier Fundamental Growth Fund
|
$367,685
|
Cavalier Global Opportunities Fund
|
$97,834
|
Cavalier Hedged High Income Fund
|
$100,970
|
Cavalier Multi Strategist Fund
|
$42,488
|
Cavalier Tactical Rotation Fund
|
$526,963
|
Fund
|
Operating Expense Limit
Institutional and Class C Shares |
Cavalier Adaptive Income Fund
|
1.25%
|
Cavalier Dynamic Growth Fund
|
1.25%
|
Cavalier Fundamental Growth Fund
|
1.25%
|
Cavalier Global Opportunities Fund
|
1.35%
|
Cavalier Hedged High Income Fund
|
1.25%
|
Cavalier Multi Strategist Fund
|
1.25%
|
Cavalier Tactical Rotation Fund
|
1.25%
|
For the period from August 1, 2016 through May 31, 2017
(Paid by Cavalier Investments) |
||||||||
Sub-Advisor
|
Compensation
from
Adaptive
Income
|
Compensation
from
Dynamic
Growth
|
Compensation
from
Fundamental
Growth
|
Compensation
from
Global
Opportunities
|
Compensation
from
Hedged
High
Income
|
Compensation
from
Multi
Strategist
|
Compensation
from
Tactical
Rotation
|
Total
Compensation
received
|
Beumont Capital Management, LLC
|
--
|
--
|
--
|
$8,743
|
--
|
--
|
$130,096
|
$138,839
|
Bluestone Capital Management, LLC
|
--
|
--
|
--
|
--
|
--
|
$0
|
--
|
$0
|
Carden Capital LLC
|
--
|
--
|
--
|
--
|
$717
|
$664
|
--
|
$1,381
|
Efficient Market Advisors, LLC*
|
$0
|
--
|
--
|
--
|
--
|
--
|
--
|
$0
|
Julex Capital Management, LLC
|
--
|
--
|
--
|
--
|
--
|
$0
|
--
|
$0
|
Navellier & Associates, Inc.
|
--
|
--
|
$42,364
|
--
|
--
|
--
|
--
|
$42,364
|
Parasol Investment Management, LLC**
|
--
|
--
|
--
|
--
|
--
|
$0
|
--
|
$0
|
StratiFi, LLC
|
--
|
$0
|
--
|
--
|
--
|
--
|
--
|
$0
|
Validus Growth Investors, LLC
|
--
|
$10,111
|
--
|
--
|
--
|
--
|
--
|
$10,111
|
For the period from August 1, 2015 through May 31, 2016
(Paid by Cavalier Investments) |
|
Fund
|
Amount Paid
|
Cavalier Fundamental Growth Fund
|
$136,680
|
For the period from June 1, 2015 through July 31, 2015
(Paid by FolioMetrix, LLC) |
|
Fund
|
Amount Paid
|
Cavalier Fundamental Growth Fund
|
$31,620
|
2015
(Paid by FolioMetrix, LLC) |
|
Fund
|
Amount Paid
|
Cavalier Fundamental Growth Fund
|
$110,305.50
|
Name of
Portfolio Manager |
Fund
|
Dollar Range of
Equity Securities in the Fund |
Matt Boden
|
Cavalier Adaptive Income Fund
|
A
|
Lee Calfo
|
Cavalier Multi Strategist Fund
|
A
|
Gavan Duemke
|
Cavalier Hedged High Income Fund
|
A
|
Cavalier Multi Strategist Fund
|
A
|
|
David Haviland
|
Cavalier Global Opportunities Fund
|
A
|
Cavalier Tactical Rotation Fund
|
A
|
|
Justin Lent
|
Cavalier Dynamic Growth
|
A
|
Dr. Henry Ma
|
Cavalier Multi Strategist Fund
|
A
|
Louis Navellier
|
Cavalier Fundamental Growth Fund
|
G
|
Rick Nelson
|
Cavalier Adaptive Income Fund
|
A
|
Mark Scalzo
|
Cavalier Dynamic Growth
|
A
|
Brian Shevland
|
Cavalier Multi Strategist Fund
|
A
|
Chad Stephens
|
Cavalier Adaptive Income Fund
|
A
|
Scott Wetherington
|
Cavalier Hedged High Income Fund
|
A
|
Cavalier Multi Strategist Fund
|
A
|
|
Sean Wright
|
Cavalier Hedged High Income Fund
|
A
|
Cavalier Multi Strategist Fund
|
A
|
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
|
||||||
Matt Boden
|
1
|
$213,377,037.66
|
0
|
$0
|
10
|
$49,386,317.53
|
Lee Calfo
|
1
|
$1,000,000
|
2
|
$37m
|
1021
|
$356,806,746
|
Gavan Duemke
|
0
|
$0
|
1
|
$3,000,000
|
24
|
$40,000,000
|
David Haviland
|
2
|
$88,837,616
|
34
|
$2,538,705
|
7,945
|
$2,347,341,204
|
Justin Lent
|
1
|
$9,099,939.28
|
1
|
$258,539.28
|
271
|
$195,393,249.31
|
Dr. Henry Ma
|
1
|
$104,479,499.36
|
0
|
$0
|
2,352
|
$402,530,225.57
|
Louis Navellier
|
0
|
$0
|
0
|
$0
|
2808
|
$737,190,366
|
Rick Nelson
|
1
|
$213,377,037.66
|
0
|
$0
|
10
|
$49,386,317.53
|
Mark Scalzo
|
1
|
$213,377,037.66
|
0
|
$0
|
10
|
$49,386,317.53
|
Brian Shevland
|
1
|
$1,000,000
|
1
|
$25m
|
1022
|
$368,806,746
|
Chad Stephens
|
1
|
$213,377,037.66
|
0
|
$0
|
10
|
$49,386,317.53
|
Scott Wetherington
|
328
|
$44,317,000
|
0
|
$0
|
0
|
$0
|
Sean Wright
|
0
|
$0
|
1
|
$3,000,000
|
24
|
$40,000,000
|
Accounts with Performance-Based Advisory Fee
|
||||||
Matt Boden
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Lee Calfo
|
0
|
$0
|
2
|
$37m
|
0
|
$0
|
Gavan Duemke
|
0
|
$0
|
1
|
$3,000,000
|
0
|
$0
|
David Haviland
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Justin Lent
|
0
|
$0
|
1
|
$258,539.28
|
35
|
$34,028,149.15
|
Dr. Henry Ma
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Louis Navellier
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Rick Nelson
|
1
|
$213,377,037.66
|
0
|
$0
|
10
|
$49,386,317.53
|
Mark Scalzo
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Brian Shevland
|
0
|
$0
|
1
|
$25m
|
0
|
$0
|
Chad Stephens
|
1
|
$213,377,037.66
|
0
|
$0
|
10
|
$49,386,317.53
|
Scott Wetherington
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Sean Wright
|
0
|
$0
|
1
|
$3,000,000
|
0
|
$0
|
Fund
|
2017
|
2016
|
2015
|
Cavalier Multi Strategist Fund
|
$24,027
|
$13,469
|
$12,051
|
Cavalier Tactical Rotation Fund
|
$86,416
|
$86,854
|
$52,759
|
Fund
|
2017
|
2016
|
2015
|
Cavalier Adaptive Income Fund
|
$16,701
|
$10,477
|
$8,057
|
Cavalier Dynamic Growth Fund
|
$9,203
|
$11,780
|
$11,737
|
Cavalier Fundamental Growth Fund
|
$49,014
|
$79,301
|
$21,776
|
Cavalier Global Opportunities Fund
|
$36,364
|
$65,432
|
$21,129
|
Cavalier Hedged High Income Fund
|
$9,564
|
$6,417
|
$6,305
|
Cavalier Multi Strategist Fund
|
$6,473
|
$3,324
|
$2,347
|
Cavalier Tactical Rotation Fund
|
$49,678
|
$87,821
|
$34,155
|
Cavalier Adaptive Income Fund
|
http://www.ncfunds.com/holdings/current-801.htm
|
Cavalier Dynamic Growth Fund
|
http://www.ncfunds.com/holdings/current-800.htm
|
Cavalier Fundamental Growth Fund
|
http://www.ncfunds.com/holdings/current-872.htm
|
Cavalier Global Opportunities Fund
|
http://www.ncfunds.com/holdings/current-863.htm
|
Cavalier Hedged High Income Fund
|
http://www.ncfunds.com/holdings/current-854.htm
|
Cavalier Multi Strategist Fund
|
http://www.ncfunds.com/holdings/current-860.htm
|
Cavalier Tactical Rotation Fund
|
http://www.ncfunds.com/holdings/current-851.htm
|
●
|
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 Advisors' Proxy Voting and Disclosure Policy, including a detailed description of the Advisors' specific proxy voting guidelines.
|
(3) |
The Sub-Advisors' Proxy Voting and Disclosure Policy.
|
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.
|
A. |
Disclosure of Fund Policies and Procedures With Respect to Voting Proxies Relating to Portfolio Securities
|
B. |
Disclosure of the Fund's Complete Proxy Voting Record
|
(i) |
The name of the issuer of the portfolio security;
|
(ii) |
The exchange ticker symbol of the portfolio security (if available through reasonably practicable means);
|
(iii) |
The Council on Uniform Security Identification Procedures ("CUSIP") number for the portfolio security (if available through reasonably practicable means);
|
(iv) |
The shareholder meeting date;
|
(v) |
A brief identification of the matter voted on;
|
(vi) |
Whether the matter was proposed by the issuer or by a security holder;
|
(vii) |
Whether the Fund cast its vote on the matter;
|
(viii) |
How the Fund cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and
|
(ix) |
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
|
x |
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
|
x |
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).
|
●
|
All employees will forward any proxy materials received on behalf of clients to Lee Calfo;
|
●
|
Lee Calfo, will determine which client accounts hold the security to which the proxy relates;
|
●
|
Absent material conflicts, Lee Calfo, will determine how Bluestone Capital Management should vote the proxy in accordance with applicable voting guidelines, complete the proxy and vote the proxy in a timely and appropriate manner.
|
●
|
Bluestone Capital Management will provide conspicuously displayed information in its Disclosure Document summarizing this proxy voting policy and procedures, including a statement that clients may request information regarding how Bluestone Capital Management voted a client's proxies, and that clients may request a copy of these policies and procedures.
|
●
|
Kenneth Smith, will also send a copy of this summary to all existing clients who have previously received Bluestone Capital Management's Disclosure Document; or Kenneth Smith may send each client the amended Disclosure Document. Either mailing shall highlight the inclusion of information regarding proxy voting.
|
●
|
All client requests for information regarding proxy votes, or policies and procedures, received by any employee should be forwarded to Lee Calfo.
|
●
|
In response to any request Lee Calfo will prepare a written response to the client with the information requested, and as applicable will include the name of the issuer, the proposal voted upon, and how Bluestone Capital Management voted the client's proxy with respect to each proposal about which client inquired.
|
●
|
In the absence of specific voting guidelines from the client, Bluestone Capital Management will vote proxies in the best interests of each particular client. Bluestone Capital Management's policy is to vote all proxies from a specific issuer the same way for each client absent qualifying restrictions from a client. Clients are permitted to place reasonable restrictions on Bluestone Capital Management's voting authority in the same manner that they may place such restrictions on the actual selection of account securities.
|
●
|
As a general policy, Bluestone Capital Management believes that the management of each of the invested companies makes proxy voting recommendations that are in the best interest for the company and its shareholders. Bluestone Capital Management will therefore, as a matter of procedure, vote in a manner that is consistent with management recommendations except in certain specific situations where Bluestone Capital Management determines management recommendation is not consistent with its client's interests. Any vote cast inconsistent with management recommendations will be specifically documented.
|
●
|
Bluestone Capital Management will identify any conflicts that exist between the interests of the adviser and the client by reviewing the relationship of Bluestone Capital Management with the issuer of each security to determine if Bluestone Capital Management or any of its employees has any financial, business or personal relationship with the issuer.
|
●
|
If a material conflict of interest exists, Kenneth Smith or Lee Calfo will determine whether it is appropriate to disclose the conflict to the affected clients, to give the clients an opportunity to vote the proxies themselves, or to address the voting issue through other objective means such as voting in a manner consistent with a predetermined voting policy or receiving an independent third party voting recommendation.
|
●
|
Bluestone Capital Management will maintain a record of the voting resolution of any conflict of interest.
|
●
|
Each proxy statement that Bluestone Capital Management receives;
|
●
|
A record of each vote that Bluestone Capital Management casts;
|
●
|
Any document Bluestone Capital Management created that was material to making a decision how to vote proxies inconsistent with management recommendations.
|
●
|
A copy of each written request from a client for information on how Bluestone Capital
|
●
|
Proxy voting policies and procedures:
|
●
|
Proxy statements received regarding clients' securities (or alternative arrangements permitted by the rule);
|
●
|
Records of the votes cast on behalf of clients;
|
●
|
Records of client requests for proxy voting information; and
|
●
|
Documents prepared that were material to making the voting decision or that memorialized the basis of the decision.
|
1.
|
Voting Procedures
|
·
|
A Proxy Committee shall be established of two or more individuals. The Proxy Committee shall be responsible for the overall administration of the proxy voting process and the development and amendment of Proxy Voting Guidelines. The Proxy Committee may utilize the services of outside professionals to assist in its analysis of voting issues and the development of the Proxy Voting Guidelines, or in the actual voting of proxies;
|
●
|
All employees should forward proxy materials received on behalf of Clients to the Proxy Administrator, appointed by the Proxy Committee;
|
●
|
Portfolio management personnel and the Proxy Administrator will determine which Client accounts hold the security to which the proxy relates;
|
●
|
Absent materials conflicts, Buckhead Capital should vote the proxy in accordance with Buckhead Capital's proxy voting guidelines.
|
●
|
The Proxy Administrator will receive proxy materials and will complete the proxy and confirm the proxy is voted in a timely and appropriate manner.
|
●
|
The Proxy Committee will review proxy votes for conformity with the Proxy Voting Guidelines.
|
●
|
Buckhead Capital shall not engage in conduct that involves an attempt to change or influence the control of a public company;
|
●
|
Buckhead Capital will not announce its voting intentions and the reasons therefore;
|
●
|
Buckhead Capital shall not participate in a proxy solicitation or otherwise seek proxy-voting authority form any other public company shareholder; and
|
●
|
All communications with portfolio companies or fellow shareholders shall be for the sole purpose of expressing and discussing Buckhead Capital's concerns for its advisory clients' interests and not for an attempt to influence the control of management
|
2.
|
Disclosures
|
3.
|
Client Requests for Information
|
●
|
All Client requests for information regarding proxy votes, or policies and procedures, received by any employee should be forwarded to the CCO.
|
●
|
In response to any request, the CCO will respond to the Client with the information requested, and as applicable will include the name of the issuer, the proposal voted upon, and how Buckhead Capital voted the Client's proxy with respect to each proposal about which the Client inquired.
|
4.
|
Voting Guidelines
|
●
|
Buckhead Capital will vote proxies in the best interests of Clients. Buckhead Capital's policy is to vote all proxies from a specific issuer the same way for each Client.
|
●
|
Buckhead Capital will generally vote in favor of the election of directors and selection of auditors absent conflicts of interest raised by auditors' non-audit services.
|
●
|
Buckhead Capital will general vote to change the management if there is a clear conflict between the issuer's management and shareholder's or bondholder's interest.
|
●
|
Buckhead Capital will generally vote against proposals that cause board members to become entrenched or cause unequal voting rights.
|
●
|
The Firm will pay special attention to proposals with respect to classifies boards, change of state of incorporation, poison pills, and provisions requiring supermajority approval of a merger, executive severance agreements, and provisions limiting shareholders rights.
|
●
|
In reviewing proposals, Buckhead Capital will further consider the opinion of management and the effect on management, and the effect on shareholder or bondholder value and the issuer's business practices.
|
●
|
In the situation of an issuer proposing to restructure a particular bond, Buckhead Capital will analyze each such situation individually, and vote on a case-by-case basis in the best interests of applicable Clients.
|
5.
|
Conflicts of Interest
|
●
|
Buckhead Capital will identify conflicts by reviewing the relationship of the Firm with the issuer of each security to determine if it or any of its Supervised Persons have any material financial, business or personal relations with the issuer.
|
●
|
If a material conflict of interest exists, the CCO will determine whether it is appropriate to disclose the conflict to the affected Clients, to give the Clients an opportunity to vote the proxies themselves, or to address the voting issue through other objective means such as voting in a manner consistent with a predetermined voting policy or receiving an independent third party voting recommendation.
|
●
|
Buckhead Capital will maintain a record of the voting resolution of any conflict of interest.
|
6.
|
Recordkeeping
|
●
|
The proxy policies and procedures and any amendments.
|
●
|
A record of each vote that Buckhead Capital casts.
|
●
|
Any documentation Buckhead Capital created that was materials to making a decision how to vote proxies or that memorializes that decision including periodic reports to the CCO or Proxy Committee, if applicable.
|
●
|
A copy of each written request from a Client for information on how Buckhead Capital voted such Client's proxies, and a copy of any written response.
|
●
|
A principal of the Adviser or any person involved in the proxy decision-making process currently serves on the Board of the portfolio company.
|
●
|
An immediate family member of a principal of the Adviser or any person involved in the proxy decision-making process currently serves as a director or executive officer of the portfolio company.
|
●
|
The Adviser, any fund managed by the Adviser, or any affiliate holds a significant ownership interest in the portfolio company.
|
●
|
proxy voting policies and procedures;
|
●
|
proxy statements (provided, however, that the Adviser may rely on the Securities and Exchange Commission's EDGAR system if the i
ss
u
e
r filed its proxy st
a
tements via EDGAR or may rely on a third party as long as the third party has provided the Advi
s
er with a copy of the p
r
o
x
y statement promptly upon request);
|
●
|
records of votes cast and abstentions; and
|
●
|
any records prepared by the Adviser that were material to a proxy voting decision or
t
hat memorialized a decision
.
|
●
|
Monitor for the initiation of any class action or other litigation involving any past or current holdings of client accounts;
|
●
|
Advise about "Proofs of Claims" or settlement elections; or
|
●
|
Prepare, file, or otherwise process "Proofs of Claims" or settlement elections, other than to confirm, upon a client's request, past account holdings of specific securities.
|
1.
|
These policies and procedures and any amendments;
|
2.
|
Each proxy statement that Navellier receives;
|
3.
|
A record of each vote that Navellier casts;
|
4.
|
Any document Navellier created that was material to making a decision how to vote proxies or that memorializes that decision;
|
5.
|
A copy of each written request from a client for information on how Navellier voted such client's proxies and a copy of any written response;
|
6.
|
Without limiting its obligations to its clients regarding proxy voting, Navellier may use a third party proxy voting service for certain recordkeeping requirements.
|
(a)
|
Validus does not vote Proxies. Validus will not vote proxies on behalf of client accounts. Although, on rare occasions and only at the client's request, Validus may offer clients advice regarding corporate actions and the exercise of proxy voting rights. Clients owning shares of common stock or mutual funds must exercise their own right to vote as a shareholder.
|
(b)
|
Validus will keep a record of:
|
1.
|
any advice given to a client regarding proxy voting.
|
2.
|
any proxy material received on behalf of a client and the steps taken to forward such material to the client.
|
(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 the Registrant and Cavalier Investments, Inc., as investment advisor for the Cavalier Funds.
96
|
(d)(2)
|
Investment Advisory Agreement between Registrant and Goodwood Advisors, LLC, as investment advisor for the
Goodwood SMID Cap Discovery Fund.
39
|
(d)(3)
|
Investment Advisory Agreement between Registrant and Roumell Asset Management, LLC, as investment advisor for the Roumell Opportunistic Value Fund.
5
|
(d)(4)
|
Investment Advisory Agreement between Registrant and Grimaldi Portfolio Solutions, Inc., as investment advisor for the Sector Rotation Fund.
7
|
(d)(5)
|
Investment Advisory Agreement, as amended, between Registrant and Arin Risk Advisors, LLC, as investment advisor for the
Arin Large Cap Theta Fund
.
17
|
(d)(6)
|
Investment Advisory Agreement between Registrant and
Deschutes Portfolio Strategies, Inc.
, as investment advisor for the
Matisse Discounted Closed-End Fund Strategy
.
91
|
(d)(7)
|
Investment Advisory Agreement between Registrant and
QCI Asset Management, Inc.,
as investment advisor for the QCI Balanced Fund.
38
|
(d)(8)
|
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)(9)
|
Investment Advisory Agreement between Registrant and ARS Investment Management, LLC
,
as investment advisor for the Alpha Risk Tactical Rotation Fund Fund.
85
|
(d)(10)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and Beaumont Financial Partners, LLC, as sub-advisor for the Cavalier Global Opportunities Fund.
83
|
(d)(11)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and Beaumont Financial Partners, LLC, as sub-advisor for the Cavalier Tactical Rotation Fund.
83
|
(d)(12)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and Bluestone Capital Management, LLC, as sub-advisor for the Cavalier Multi Strategist Fund.
83
|
(d)(13)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and Buckhead Capital Management, LLC, as sub-advisor for the Cavalier Adaptive Income Fund.
96
|
(d)(14)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and Carden Capital LLC, as sub-advisor for the Cavalier Multi Strategist Fund and the Cavalier Hedged High Income Fund.
83
|
(d)(15)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and Julex Capital Management, LLC, as sub-advisor for the Cavalier Multi Strategist Fund.
83
|
(d)(16)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments, and Navellier & Associates, as sub-advisor for the Cavalier Fundamental Growth Fund.
83
|
(d)(17)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments and StratiFi, LLC, as sub-advisor for the Cavalier Dynamic Growth Fund.
83
|
(e)
|
Distribution Agreement between the Registrant and Capital Investment Group, Inc., as distributor for each series of the Trust.
93
|
(f)
|
Not Applicable.
|
(g)
|
Custody Agreement between the Registrant, UMB Bank, n.a., and The Nottingham Company.
72
|
(h)(1)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Starboard Investment Trust.
93
|
(h)(2)
|
Dividend Disbursing and Transfer Agent Agreement between the Registrant and Nottingham Shareholder Services, LLC, as transfer agent for the Registrant.
93
|
(h)(3)
|
Expense Limitation Agreement between the Registrant and ARS Investment Management, LLC, as investment advisor for the Alpha Risk Tactical Rotation Fund.
93
|
(h)(4)
|
Expense Limitation Agreement between the Registrant and Cavalier Investments, Inc., as investment advisor for the Cavalier Funds.
96
|
(h)(5)
|
Expense Limitation Agreement between the Registrant and Goodwood Advisors, LLC, as investment advisor for the Goodwood SMID Long/Short Fund.
76
|
(h)(6)
|
Expense Limitation Agreement between the Registrant and
Deschutes Portfolio Strategies, LLC as investment advisor for the
Matisse Discounted Closed-End Fund Strategy
.
61
|
(h)(7)
|
Expense Limitation Agreement between the Registrant and
Cavalier Investments, Inc., as investment advisor for the
Nebraska Strategy
.
94
|
(h)(8)
|
Expense Limitation Agreement between the Registrant and
QCI Asset Management, Inc., as investment advisor for the
QCI Balanced Fund
.
38
|
(h)(9)
|
Expense Limitation Agreement between the Registrant and Roumell Asset Management, Inc., as investment advisor for the Roumell Opportunistic Value Fund.
78
|
(h)(10)
|
Expense Limitation Agreement between the Registrant and Grimaldi Portfolio Solutions, as investment advisor for The Sector Rotation Fund.
81
|
(h)(11)
|
Expense Limitation Agreement between the Registrant and
Sirius Funds Advisors, Inc as investment advisor for the
Sirius S&P Strategic Large-Cap Allocation Fund
.
62
|
(h)(12)
|
Operating Plan between Arin Risk Advisors, LLC and The Nottingham Company.
15
|
(i)
|
Opinion and Consent of counsel.
8
|
(j)
|
Consent of BBD, LLP, independent public accountants.
96
|
(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
Arin Large Cap Theta Fund
.
20
|
(l)(4)
|
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)(5)
|
Initial Subscription Agreement for the
Matisse Discounted Closed-End Fund Strategy
.
20
|
(l)(6)
|
Initial Subscription Agreement for the QCI Balanced Fund.
43
|
(l)(7)
|
Initial Subscription Agreement for the Sirius S&P Strategic Large-Cap Allocation Fund.
40
|
(m)(1)
|
Distribution Plan under Rule 12b-1 for the Alpha Risk Tactical Rotation Fund.
93
|
(m)(2)
|
Distribution Plan under Rule 12b-1 for the Goodwood SMID Long/Short Fund.
95
|
(m)(3)
|
Amended Distribution Plan under Rule 12b-1 for the Roumell Opportunistic Value Fund.
27
|
(m)(4)
|
Amended Distribution Plan under Rule 12b-1 for the Cavalier Adaptive Income Fund, Cavalier Dynamic Growth Fund, Cavalier Fundamental Growth Fund, Cavalier Global Opportunities Fund, Cavalier High Income Fund, Cavalier Multi Strategist Fund, Cavalier Tactical Rotation Fund.
96
|
(m)(5)
|
Distribution Plan under Rule 12b-1 for the
Arin Large Cap Theta Fund
.
41
|
(m)(6)
|
Distribution Plan under Rule 12b-1 for the
Matisse Discounted Closed-End Fund Strategy
.
25
|
(m)(7)
|
Distribution Plan under Rule 12b-1 for the
Nebraska Fund
.
94
|
(m)(8)
|
Distribution Plan under Rule 12b-1 for the QCI Balanced Fund.
36
|
(m)(9)
|
Distribution Plan under Rule 12b-1 for the Sirius S&P Strategic Large-Cap Allocation Fund.
40
|
(m)(10)
|
Distribution Plan under Rule 12b-1 for the Sector Rotation Fund.
84
|
(n)(1)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the Alpha Risk Tactical Rotation Fund.
93
|
(n)(2)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the Roumell Opportunistic Value Fund.
27
|
(n)(3)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the Cavalier Funds.
96
|
(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
Matisse Discounted Closed-End Fund Strategy.
25
|
(n)(6)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the
Nebraska Fund.
94
|
(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 Cavalier Investments, Inc., investment advisors to the Cavalier Funds.
77
|
(p)(3)
|
Code of Ethics for Roumell Asset Management, LLC, investment advisor to the Roumell Opportunistic Value Fund.
78
|
(p)(4)
|
Code of Ethics for Grimaldi Portfolio Solutions, Inc., investment advisor to The Sector Rotation Fund.
81
|
(p)(5)
|
Code of Ethics for Arin Risk Advisors, LLC, investment advisor to the
Arin Large Cap Theta Fund
.
72
|
(p)(6)
|
Code of Ethics for
Deschutes Portfolio Strategies, Inc.
, investment advisor to the
Matisse Discounted Closed-End Strategy
.
91
|
(p)(7)
|
Code of Ethics for
Goodwood Advisors, LLC
, investment advisor to the
Goodwood SMID Long/Short Fund
.
95
|
(p)(8)
|
Code of Ethics for Navellier & Associates, Inc., investment sub-advisor to the Cavalier Fundamental Growth Fund.
30
|
(p)(9)
|
Code of Ethics for QCI Asset Management, Inc., investment advisor to the QCI Balanced
Fund
.
69
|
(p)(10)
|
Code of Ethics for Sirius Point Advisors, Inc., investment advisor to the Sirius S&P Strategic Large-Cap Allocation
Fund
.
74
|
(p)(11)
|
Code of Ethics for ARS Investment Management, LLC, investment advisor to the Alpha Risk Tactical Rotation Fund.
77
|
(p)(12)
|
Code of Ethics for Beaumont Capital Management, LLC, investment sub-advisor to the Cavalier Global Opportunities Fund and Cavalier Tactical Rotation Fund.
77
|
(p)(13)
|
Code of Ethics for Bluestone Capital Management, LLC, investment sub-advisor to the Cavalier Multi Strategist Fund.
77
|
(p)(14)
|
Code of Ethics for Carden Capital, LLC, investment sub-advisor to the Cavalier Hedged High Income Fund and the Cavalier Multi Strategist Fund.
77
|
(p)(15)
|
Code of Ethics for Julex Capital Management, LLC, investment sub-advisor to the Cavalier Multi Strategist Fund.
77
|
(p)(16)
|
Code of Ethics for StratiFi, LLC, investment sub-advisor to the Cavalier Dynamic Growth Fund.
77
|
(p)(17)
|
Code of Ethics for Validus Growth Investors, LLC, investment sub-advisor to the Cavalier Dynamic Growth Fund.
77
|
(q)
|
Copy of Power of Attorney.
74
|
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.
|
Incorporated herein by reference to Post-Effective Amendment No. 190 to Registrant's Registration Statement on Form N-1A filed on December 11, 2014.
|
52.
|
Incorporated herein by reference to Post-Effective Amendment No. 192 to Registrant's Registration Statement on Form N-1A filed on December 29, 2014.
|
53.
|
Incorporated herein by reference to Post-Effective Amendment No. 193 to Registrant's Registration Statement on Form N-1A filed on December 29, 2014.
|
54.
|
Incorporated herein by reference to Post-Effective Amendment No. 196 to Registrant's Registration Statement on Form N-1A filed on January 6, 2015.
|
55.
|
Incorporated herein by reference to Post-Effective Amendment No. 197 to Registrant's Registration Statement on Form N-1A filed on January 28, 2015.
|
56.
|
Incorporated herein by reference to Post-Effective Amendment No. 198 to Registrant's Registration Statement on Form N-1A filed on January 28, 2015.
|
57.
|
Incorporated herein by reference to Post-Effective Amendment No. 204 to Registrant's Registration Statement on Form N-1A filed on February 27, 2015.
|
58.
|
Incorporated herein by reference to Post-Effective Amendment No. 206 to Registrant's Registration Statement on Form N-1A filed on March 24, 2015.
|
59.
|
Incorporated herein by reference to Post-Effective Amendment No. 208 to Registrant's Registration Statement on Form N-1A filed on June 29, 2015.
|
60.
|
Incorporated herein by reference to Post-Effective Amendment No. 210 to Registrant's Registration Statement on Form N-1A filed on July 29, 2015.
|
61.
|
Incorporated herein by reference to Post-Effective Amendment No. 211 to Registrant's Registration Statement on Form N-1A filed on July 29, 2015.
|
62.
|
Incorporated herein by reference to Post-Effective Amendment No. 216 to Registrant's Registration Statement on Form N-1A filed on August 28, 2015.
|
63.
|
Incorporated herein by reference to Post-Effective Amendment No. 218 to Registrant's Registration Statement on Form N-1A filed on September 28, 2015.
|
64.
|
Incorporated herein by reference to Post-Effective Amendment No. 219 to Registrant's Registration Statement on Form N-1A filed on September 28, 2015.
|
65.
|
Incorporated herein by reference to Post-Effective Amendment No. 222 to Registrant's Registration Statement on Form N-1A filed on December 29, 2015.
|
66.
|
Incorporated herein by reference to Post-Effective Amendment No. 223 to Registrant's Registration Statement on Form N-1A filed on December 29, 2015.
|
67.
|
Incorporated herein by reference to Post-Effective Amendment No. 226 to Registrant's Registration Statement on Form N-1A filed on January 28, 2016.
|
68.
|
Incorporated herein by reference to Post-Effective Amendment No. 227 to Registrant's Registration Statement on Form N-1A filed on January 28, 2016.
|
69.
|
Incorporated herein by reference to Post-Effective Amendment No. 228 to Registrant's Registration Statement on Form N-1A filed on February 17, 2016.
|
70.
|
Incorporated herein by reference to Post-Effective Amendment No. 229 to Registrant's Registration Statement on Form N-1A filed on February 17, 2016.
|
71.
|
Incorporated herein by reference to Post-Effective Amendment No. 230 to Registrant's Registration Statement on Form N-1A filed on June 28, 2016.
|
72.
|
Incorporated herein by reference to Post-Effective Amendment No. 231 to Registrant's Registration Statement on Form N-1A filed on July 20, 2016.
|
73.
|
Incorporated herein by reference to Post-Effective Amendment No. 232 to Registrant's Registration Statement on Form N-1A filed on July 29, 2016.
|
74.
|
Incorporated herein by reference to Post-Effective Amendment No. 233 to Registrant's Registration Statement on Form N-1A filed on July 29, 2016.
|
75.
|
Incorporated herein by reference to Post-Effective Amendment No. 236 to Registrant's Registration Statement on Form N-1A filed on September 28, 2016.
|
76.
|
Incorporated herein by reference to Post-Effective Amendment No.237 to Registrant's Registration Statement on Form N-1A filed on September 28, 2016.
|
77.
|
Incorporated herein by reference to Post-Effective Amendment No.241 to Registrant's Registration Statement on Form N-1A filed on December 29, 2016.
|
78.
|
Incorporated herein by reference to Post-Effective Amendment No.242 to Registrant's Registration Statement on Form N-1A filed on December 29, 2016.
|
79.
|
Incorporated herein by reference to Post-Effective Amendment No.245 to Registrant's Registration Statement on Form N-1A filed on January 30, 2017.
|
80.
|
Incorporated herein by reference to Post-Effective Amendment No.246 to Registrant's Registration Statement on Form N-1A filed on January 30, 2017.
|
81.
|
Incorporated herein by reference to Post-Effective Amendment No.247 to Registrant's Registration Statement on Form N-1A filed on February 1, 2017.
|
82.
|
Incorporated herein by reference to Post-Effective Amendment No.250 to Registrant's Registration Statement on Form N-1A filed on March 3, 2017.
|
83.
|
Incorporated herein by reference to Post-Effective Amendment No.251 to Registrant's Registration Statement on Form N-1A filed on March 24, 2017.
|
84.
|
Incorporated herein by reference to Post-Effective Amendment No.253 to Registrant's Registration Statement on Form N-1A filed on April 13, 2017.
|
85.
|
Incorporated herein by reference to Post-Effective Amendment No.254 to Registrant's Registration Statement on Form N-1A filed on April 21, 2017.
|
86.
|
Incorporated herein by reference to Post-Effective Amendment No.258 to Registrant's Registration Statement on Form N-1A filed on June 12, 2017.
|
87.
|
Incorporated herein by reference to Post-Effective Amendment No.260 to Registrant's Registration Statement on Form N-1A filed on June 15, 2017.
|
88.
|
Incorporated herein by reference to Post-Effective Amendment No.261 to Registrant's Registration Statement on Form N-1A filed on June 19, 2017.
|
89.
|
Incorporated herein by reference to Post-Effective Amendment No.262 to Registrant's Registration Statement on Form N-1A filed on June 28, 2017.
|
90.
|
Incorporated herein by reference to Post-Effective Amendment No.265 to Registrant's Registration Statement on Form N-1A filed on June 30, 2017.
|
91.
|
Incorporated herein by reference to Post-Effective Amendment No.268 to Registrant's Registration Statement on Form N-1A filed on July 28, 2017.
|
92.
|
Incorporated herein by reference to Post-Effective Amendment No.269 to Registrant's Registration Statement on Form N-1A filed on July 28, 2017.
|
93.
|
Incorporated herein by reference to Post-Effective Amendment No.274 to Registrant's Registration Statement on Form N-1A filed on September 13, 2017.
|
94.
|
Incorporated herein by reference to Post-Effective Amendment No.275 to Registrant's Registration Statement on Form N-1A filed on September 15, 2017.
|
95.
|
Incorporated herein by reference to Post-Effective Amendment No.276 to Registrant's Registration Statement on Form N-1A filed on September 28, 2017.
|
96.
|
Filed Herewith.
|
|
STARBOARD INVESTMENT TRUST
|
|
|
|
|
By: | /s/ Matthew J. Beck | |
Matthew J. Beck | ||
Secretary and Attorney-in-Fact |
Signature
|
Title
|
Date
|
* |
Trustee and Chairman
|
September 28, 2017
|
James H. Speed, Jr.
|
||
* |
Trustee
|
September 28, 2017
|
J. Buckley Strandberg
|
||
* |
Trustee
|
September 28, 2017
|
Michael G. Mosley
|
||
* |
Trustee
|
September 28, 2017
|
Theo H. Pitt, Jr.
|
||
* |
President and Principal Executive Officer
|
September 28, 2017
|
Katherine M. Honey
|
||
* |
Treasurer, Assistant Secretary and Principal
|
September 28, 2017
|
Ashley E. Harris
|
Financial Officer
|
|
* By:
/s/ Matthew J. Beck
|
September 28, 2017
|
|
Matthew J. Beck
Secretary and Attorney-in-Fact |
FUND
|
INVESTMENT ADVISORY FEE
|
1.
Cavalier Adaptive Income Fund
|
1.00%
|
2.
Cavalier Dividend Income Fund
|
0.90%
|
3.
Cavalier Dynamic Growth Fund
|
1.00%
|
4.
Cavalier Fundamental Growth Fund
|
1.00%
|
5.
Cavalier Global Opportunities Fund
|
1.10%
|
6.
Cavalier Hedged High Income
|
1.00%
|
7.
Cavalier Multi Strategist Fund
|
1.00%
|
8.
Cavalier Tactical Rotation
|
1.00%
|
STARBOARD INVESTMENT TRUST
On behalf of the Cavalier Funds |
|
By:
|
/s/ Katherine M. Honey |
Name:
|
Katherine M. Honey
|
Date:
|
September 8, 2017
|
Cavalier Investments, Inc.
|
|
By:
|
/s/ Gregory A. Rutherford |
Name:
|
Gregory A. Rutherford, CFP
|
Date:
|
(i) |
subject to the supervision of the Trustee's and the Advisor, the Sub-Advisor will provide a continuous investment program for the portion of the Fund's portfolio allocated to the Sub-Advisor by the Advisor and determine the composition of the assets of the Fund's portfolio, including determination of the purchase, retention, or sale of the securities, cash, and other investments contained in such portion of the Fund's portfolio;
|
(ii) |
select brokers and dealers to execute the purchase and/or sale, consistent with the Sub-Advisor's duty to seek "best execution" on behalf of the Fund, of portfolio securities of the Fund;
|
(iii) |
provide the Advisor and the Fund with such records concerning the Sub-Advisor's activities under this Agreement as the Advisor and the Fund may request from time to time or as otherwise required by applicable law; and
|
(iv) |
render regular reports to the Advisor and the Trustees concerning the Sub-Advisor's discharge of the foregoing responsibilities.
|
TRUST
|
INVESTMENT ADVISOR
|
STARBOARD INVESTMENT TRUST
/s/ Katherine M. Honey
|
CAVALIER INVESTMENTS
/s/ Gregory A. Rutherford
|
BY: Katherine M. Honey
|
BY: Gregory A. Rutherford, CPF
|
TITLE: President
|
TITLE: Chief Executive Officer
|
INVESTMENT SUB-ADVISOR
|
|
BUCKHEAD CAPITAL MANAGEMENT, LLC
/s/ Walter E. DuPre
|
|
BY: Walter E. DuPre
|
|
TITLE: Member
|
(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, but excluding those expenses and other expenditures which are capitalized in accordance with generally accepted accounting principles, acquired fund fees and expenses, 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
|
(b)
(c)
(d)
(e)
|
Due from Advisor Reimbursement
.
To the extent that each Fund's 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 each 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
.
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 that 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 that Fund's 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 that Fund
.
Method of Computation.
To determine the Advisor's liability with respect to the Excess Amount, each month the 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 that Fund an amount that
,
together with the waived or reduced investment advisory fee, is sufficient to pay such Excess Amount.
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.
|
(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)
(c)
|
Interpretation.
Nothing herein contained shall be deemed to require the Trust or any Fund 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 any Fund.
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, Class A
and Class C Shares |
1. Cavalier Adaptive Income Fund
|
1.25%
|
2. Cavalier Dynamic Growth Fund
|
1.25%
|
3. Cavalier Fundamental Growth Fund
|
1.25%
|
4. Cavalier Global Opportunities Fund
|
1.35%
|
5. Cavalier Hedged High Income
|
1.25%
|
6. Cavalier Multi Strategist Fund
|
1.25%
|
7. Cavalier Tactical Rotation Fund
|
1.25%
|
STARBOARD INVESTMENT TRUST
On behalf of the Cavalier Funds |
|
By:
|
/s/ Katherine M. Honey |
Name:
|
Katherine M. Honey
|
Date:
|
September 8, 2017
|
Cavalier Investments, Inc.
|
|
By:
|
/s/ Gregory A. Rutherford |
Name:
|
Gregory A. Rutherford, CFP
|
Date:
|
1. |
Distribution and Servicing Activities.
Subject to the supervision of the Trustees of the Trust, the Trust may, directly or indirectly, engage in any activities primarily intended to result in the sale of Shares of the Fund, which activities may include, but are not limited to, the following:
|
(a) |
payments to the Trust's distributor (the "Distributor") and to securities dealers and others in respect of the sale of Shares of the Fund;
|
(b) |
payment of compensation to and expenses of personnel (including personnel of organizations with which the Trust has entered into agreements related to this Plan) who engage in or support distribution of Shares of the Fund or who render shareholder support services not otherwise provided by the Trust's transfer agent, administrator, or custodian, including but not limited to, answering inquiries regarding the Trust, processing shareholder transactions, providing personal services and/or the maintenance of shareholder accounts, providing other shareholder liaison services, responding to shareholder inquiries, providing information on shareholder investments in Shares of the Fund, and providing such other shareholder services as the Trust may reasonably request;
|
(c) |
formulation and implementation of marketing and promotional activities, including, but not limited to, direct mail promotions and television, radio, newspaper, magazine and other mass media advertising;
|
(d) |
preparation, printing, and distribution of sales literature;
|
(e) |
preparation, printing, and distribution of prospectuses and statements of additional information and reports of the Trust for recipients other than existing shareholders of the Trust;
|
(f) |
holding seminars and sales meetings designed to promote the distribution of Shares;
|
(g) |
obtaining information and providing explanations to wholesale and retail distributors of contracts regarding Fund investment objectives and policies and other information about the Fund, including the performance of the Fund;
|
(h) |
training sales personnel regarding the Shares of the Fund; and
|
(i) |
obtaining such information, analyses, and reports with respect to marketing and promotional activities as the Trust may, from time to time, deem advisable.
|
2. |
Maximum Expenditures.
|
(a) |
The expenditures to be made by the Fund pursuant to this Plan and the basis upon which payment of such expenditures will be made shall be determined by the Trustees of the Trust, but in no event may such expenditures exceed the following:
|
(i) |
For the Class A Shares of the Fund, the Fund may pay an amount calculated at the rate of up to 0.25% per annum of the average daily net asset value of the Class A Shares of the Fund, for each year or portion thereof included in the period for which the computation is being made, elapsed since the commencement of operations of the Class A Shares to the date of such expenditures..
|
(ii) |
For the Class C Shares of the Fund, the Fund may pay an amount calculated at the rate of 1.00% (0.25% service fees and 0.75% for distribution fees) per annum of the average daily net asset value of the Class C Shares of the Fund for each year or portion thereof included in the period for which the computation is being made, elapsed since the inception of this Plan to the date of such expenditures.
|
(b) |
Only distribution expenditures properly attributable to the sale of a particular class may be used to support the distribution fee charged to shareholders of such class. Distribution expenses attributable to the sale of more than one class will be allocated at least annually to each class based upon the ratio that the sales of Shares of each class bears to the sales of Shares of all applicable classes.
|
(a) |
This Plan shall be effective with respect to a class of Shares on the date that the class commences operation.
|
(b) |
Unless terminated as herein provided, this Plan shall continue in effect for one year from the inception date of the Plan and shall continue in effect for successive periods of one year thereafter, but only so long as each such continuance is specifically approved by votes of a majority of both (i) the Trustees of the Trust and (ii) the Non‑Interested Trustees, cast in person at a meeting called for the purpose of voting on such approval.
|
(c) |
This Plan may be terminated at any time with respect to a particular class by a vote of a majority of the Non‑Interested Trustees or by a vote of a majority of the outstanding voting securities of such class as defined in the 1940 Act.
|
4. |
Approval of Related Agreements.
Any agreement of the Fund related to this Plan shall be in writing and approved in the manner provided in Section 3(b) of this Plan.
|
5. |
Amendments.
No material amendment to this Plan shall be made unless: (a) it is approved in the manner provided for annual renewal of this Plan in Section 3(b) hereof; and (b) if the proposed amendment will increase materially the maximum expenditures permitted by Section 2 hereof, it is approved by a vote of the majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund.
|
6. |
Selection and Nomination of Trustees.
While this Plan is in effect, the selection and nomination of the Non-Interested Trustees of the Trust shall be committed to the discretion of such Non--Interested Trustees.
|
7. |
Quarterly Reports.
The Trust's Distributor or an officer of the Trust shall provide to the Trustees of the Trust and the Trustees shall review quarterly a written report of the amounts expended pursuant to this Plan and any related agreement and the purposes for which such expenditures were made.
|
8. |
Recordkeeping.
The Trust shall preserve copies of this Plan and any related agreement and all reports made pursuant to Section 6 hereof, for a period of not less than six years from the date of this Plan. Any such related agreement or such reports for the first two years will be maintained in an easily accessible place.
|
9. |
Limitation of Liability.
Any obligations of the Trust hereunder shall not be binding upon any of the Trustees, officers or shareholders of the Trust personally, but shall bind only the assets and property of the Trust. The term "Starboard Investment Trust" means and refers to the Trustees from time to time serving under the Trust's Declaration of Trust ("Declaration of Trust") as filed with the Securities and Exchange Commission. The execution of this Plan has been authorized by the Trustees, acting as such and not individually, and such authorization by such Trustees shall not be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Trust as provided in the Trust's Declaration of Trust.
|
(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.
|
6. |
Exchange Privileges: Shares of this Institutional Class Shares of a Fund may be exchanged for shares of Institutional 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 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 Class C 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, Class C 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 Class C Shares.
|
4. |
Conversion Features: Class C Shares automatically convert to Institutional Class Shares after seven years.
|
5. |
Redemption Fee: None.
|
6. |
Exchange Privileges: Shares of Class C Shares of a Fund may be exchanged for Class C 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 C Shares of a Fund.
|
1.
|
Maximum Initial Sales Load (as a percentage of offering price): 4.50%
|
2.
|
Maximum Contingent Deferred Sales Charge: None.
|
3.
|
Rule 12b-1 Distribution/Shareholder Servicing Fees: 0.25%
|
4.
|
Conversion Features: None.
|
5.
|
Redemption Fee: None.
|
6.
|
Exchange Privileges: Shares of Class C shares of a Fund may be exchanged for shares of Class C 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 C shares of a Fund.
|