REGISTRATION STATEMENT UNDER SECURITIES ACT OF 1933
|
☒ |
Pre-Effective Amendment No.
|
☐ |
Post-Effective Amendment No.
308
|
☒ |
REGISTRATION STATEMENT UNDER INVESTMENT COMPANY ACT OF 1940
|
☒ |
Amendment No.
312
|
☒ |
Approximate Date of Proposed Public Offering:
|
As soon as practicable after the effective
|
|
date of this Registration Statement
|
Investment Advisor
|
|
Cavalier Adaptive Income Fund
Institutional Class Shares CADTX
Class C Shares
CADAX
Class A Shares CAADX |
Cavalier Dynamic Growth Fund
Institutional Class Shares CDYGX
Class C Shares
CADYX
Class A Shares
CDGAX
|
Cavalier Fundamental Growth Fund
Institutional Class Shares CAFGX
Class C Shares
CFGAX
Class A Shares
CFDAX
|
Cavalier Growth Opportunities Fund
Institutional Class Shares CATEX
Class C Shares
CATDX
Class A Shares
CAGOX
|
Cavalier Hedged High Income Fund
Institutional Class Shares CHIIX
Class C Shares
CAHIX
Class A Shares
CHHAX
|
Cavalier Tactical Economic Fund
(previously, the Cavalier Multi Strateg y Fund ) Institutional Class Shares CMSFX
Class C Shares
CMSYX
Class A Shares
CAVMX
|
Cavalier Tactical Rotation Fund
Institutional Class Shares CTROX
Class C Shares
CATOX
Class A Shares
CAVTX
|
The securities offered by this prospectus have not been approved or disapproved by the Securities and Exchange Commission, nor has the Securities and Exchange Commission passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
|
FUND SUMMARIES
|
2
|
|
Cavalier Adaptive Income Fund
|
2
|
|
Cavalier Dynamic Growth Fund
|
10
|
|
Cavalier Fundamental Growth Fund
|
18
|
|
Cavalier Growth Opportunities Fund
|
24
|
|
Cavalier Hedged High Income Fund
|
31
|
|
Cavalier Tactical Ecnomic Fund
|
39
|
|
Cavalier Tactical Rotation Fund
|
47
|
|
IMPORTANT ADDITIONAL INFORMATION |
54 |
|
Purchase and Sale of Fund Shares
|
54
|
|
Tax Information
|
54
|
|
Financial Intermediary Compensation
|
54
|
|
ADDITIONAL INFORMATION ABOUT THE FUNDS' INVESTMENT
OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES, AND RISK
|
55
|
|
Investment Objectives
|
55
|
|
Principal Investment Strategies for the Funds
|
55
|
|
Cavalier Adaptive Income Fund
|
55
|
|
Cavalier Dynamic Growth Fund
|
56
|
|
Cavalier Fundamental Growth Fund
|
56
|
|
Cavalier Growth Opportunities Fund
|
56
|
|
Cavalier Hedged High Income Fund
|
57
|
|
Cavalier Tactical Economic Fund
|
58
|
|
Cavalier Tactical Rotation Fund
|
59
|
|
Principal Investment Risks for the Funds
|
59
|
|
Disclosure of Portfolio Holdings
|
60
|
|
Temporary Defensive Positions
|
73
|
|
MANAGEMENT OF THE FUNDS
|
74
|
|
Investment Advisor
|
74
|
|
Investment Sub-Advisors
|
76
|
|
Cavalier Adaptive Income Fund
|
76
|
|
Cavalier Dynamic Growth Fund
|
76
|
|
Cavalier Fundamental Growth Fund
|
77
|
|
Cavalier Growth Opportunities Fund
|
77
|
|
Cavalier Tactical Rotation Fund
|
78
|
|
Distributor
|
79
|
|
Additional Information on Expenses
|
79
|
|
INVESTING IN THE FUNDS
|
81
|
|
Purchase Options
|
81
|
|
Institutional Class Shares
|
82
|
|
Class A Shares
|
82
|
|
Class C Shares
|
84
|
|
Purchase and Redemption Price
|
85
|
|
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
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None |
None |
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
None |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
3.03%
|
3.07%
|
3.03%
|
Acquired Fund Fees and Expenses
1
|
0.11%
|
0.11%
|
0.11%
|
Total Annual Fund Operating Expenses
|
4.14%
|
5.18%
|
4.39%
|
Less Fee Waiver and/or Expense Limitation
2
|
(2.78
)%
|
(2.82
)%
|
(2.78
)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.36% |
2.36% |
1.61% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$138
|
$1,004
|
$1,884
|
$4,153
|
Class C
|
$339
|
$1,301
|
$2,358
|
$4,986
|
Class A
|
$606
|
$1,479
|
$2,361
|
$4,616
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$138
|
$1,004
|
$1,884
|
$4,153
|
Class C
|
$239
|
$1,301
|
$2,358
|
$4,986
|
Class A
|
$606
|
$1,479
|
$2,361
|
$4,616
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
4.89%
2.74% 2.76% |
2.47% 1.49% 1.45% |
2.68%
1.69% 1.66% |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
3.54%
|
2.10% |
3.50%
|
Class C Shares
Before taxes |
3.92% |
1.47% |
1.61% |
Barclays Capital U.S. Aggregate Bond Index
(reflects no deductions for fees and expenses) |
3.54%
|
2.10% |
3.24%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None
|
None
|
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None
|
1.00%
|
None |
Redemption Fee
(as a % of amount redeemed) |
None
|
None
|
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
1.30%
|
1.50%
|
1.30%
|
Interest on Securities Sold Short
1
|
0.37%
|
0.37%
|
0.37%
|
Acquired Fund Fees and Expenses
2
|
0.07%
|
0.07%
|
0.07%
|
Total Annual Fund Operating Expenses
|
2.74%
|
3.94%
|
2.99%
|
Less Fee Waiver and/or Expense Limitation
3
|
(
1.04
)%
|
(
1.24
)%
|
(
1.0
5)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.70% |
2.70% |
1.94% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$173
|
$752
|
$1,357
|
$2,995
|
Class C
|
$373
|
$1,088
|
$1,920
|
$4,078
|
Class A
|
$638
|
$1,239
|
$1,863
|
$3,539
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$173
|
$752
|
$1,357
|
$2,995
|
Class C
|
$273
|
$1,088
|
$1,920
|
$4,078
|
Class A
|
$638
|
$1,239
|
$1,863
|
$3,539
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years
|
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
15.90%
13.77% 9.17% |
9.04% 5.82% 5.84% |
7.96%
5.43% 5.32% |
S&P Global Broad Market TR Index
(reflects no deductions for fees and expenses) |
24.69%
|
11.59% |
10.77%
|
Class C Shares
Before taxes |
14.78% |
7.96% |
6.25% |
S&P Global Broad Market TR Index
(reflects no deductions for fees and expenses) |
24.69%
|
11.59% |
8.72%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None |
None |
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
None |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
0.39%
|
0.39%
|
0.47%
|
Total Annual Fund Operating Expenses
|
1.39%
|
2.39%
|
1.72%
|
Less Fee Waiver and/or Expense Limitation
1
|
(
0.14)%
|
(
0.14)%
|
(
0.25)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.25% |
2.25% |
1.47% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$127
|
$426
|
$747
|
$1,656
|
Class C
|
$328
|
$732
|
$1,263
|
$2,716
|
Class A
|
$593
|
$944
|
$1,319
|
$2,369
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$127
|
$426
|
$747
|
$1,656
|
Class C
|
$228
|
$732
|
$1,263
|
$2,716
|
Class A
|
$593
|
$944
|
$1,319
|
$2,369
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
31.27%
30.27% 18.96% |
11.23%
11.00% 9.36% |
S&P Global Broad Market TR Index
(reflects no deductions for fees and expenses) |
24.69%
|
9.27%
|
Class C Shares
Before taxes |
29.99% |
10.60% |
S&P Global Broad Market TR Index
(reflects no deductions for fees and expenses) |
24.69%
|
9.16%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None |
None |
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
None |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
1
|
1. 00 %
|
1. 00 %
|
1. 00 %
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
0.71%
|
0.71%
|
0.65%
|
Acquired Fund Fees and Expenses
2
|
0.45%
|
0.45%
|
0.45%
|
Total Annual Fund Operating Expenses
|
2.16%
|
3.16%
|
2.35%
|
Less Fee Waiver and/or Expense Limitation
1,
3
|
(
0.46)%
|
(
0.46)%
|
(
0.40)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.70% |
2.70% |
1.95% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$173
|
$632
|
$1,117
|
$2,457
|
Class C
|
$373
|
$932
|
$1,615
|
$3,435
|
Class A
|
$639
|
$1,114
|
$1,614
|
$2,986
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$173
|
$632
|
$1,117
|
$2,457
|
Class C
|
$273
|
$932
|
$1,615
|
$3,435
|
Class A
|
$639
|
$1,114
|
$1,614
|
$2,986
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
27.64%
27.58% 15.64% |
12.23% 11.87% 10.15% |
11.65%
11.28% 9.66% |
S&P Global Broad Market TR Index
(reflects no deductions for fees and expenses) |
24.69%
|
11.59% |
11.33%
|
Class C Shares
Before taxes |
26.34% |
11.00% |
10.93% |
S&P Global Broad Market TR Index
(reflects no deductions for fees and expenses) |
24.69%
|
11.59% |
11.71%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None |
None |
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
None |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
1.88%
|
2.54%
|
1.88%
|
Acquired Fund Fees and Expenses
1
|
0.33%
|
0.33%
|
0.33%
|
Total Annual Fund Operating Expenses
|
3.21%
|
4.87%
|
3.46%
|
Less Fee Waiver and/or Expense Limitation
2
|
(
1.
63)%
|
(
2.29
)%
|
(
1.63
)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.58% |
2.58% |
1.83% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$161
|
$837
|
$1,537
|
$3,400
|
Class C
|
$361
|
$1,260
|
$2,261
|
$4,777
|
Class A
|
$628
|
$1,320
|
$2,034
|
$3,917
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$161
|
$837
|
$1,537
|
$3,400
|
Class C
|
$261
|
$1,260
|
$2,261
|
$4,777
|
Class A
|
$628
|
$1,320
|
$2,034
|
$3,917
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
9.28%
7.35% 5.24% |
5.16% 3.07% 3.01% |
4.91%
2.87% 2.84% |
Barclays Capital Global High-Yield Index
(reflects no deductions for fees and expenses) |
10.43%
|
5.67% |
6.16%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None |
None |
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
None |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
2.08%
|
2.09%
|
2.08%
|
Acquired Fund Fees and Expenses
1
|
0.30%
|
0.30%
|
0.30%
|
Total Annual Fund Operating Expenses
|
3.38%
|
4.39%
|
3.63%
|
Less Fee Waiver and/or Expense Limitation
2
|
(
1.8
3)%
|
(
1.8
4
)%
|
(
1.8
3)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.55% |
2.55% |
1.80% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$158
|
$868
|
$1,602
|
$3,544
|
Class C
|
$358
|
$1,163
|
$2,079
|
$4,419
|
Class A
|
$625
|
$1,350
|
$2,095
|
$4,050
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$158
|
$868
|
$1,602
|
$3,544
|
Class C
|
$258
|
$1,163
|
$2,079
|
$4,419
|
Class A
|
$625
|
$1,350
|
$2,095
|
$4,050
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
17.18%
16.39% 9.72% |
8.18% 7.35% 6.39% |
8.27%
7.38% 6.43% |
S&P 500 Total Return Index**
(reflects no deductions for fees and expenses) |
21.83%
|
15.79% |
14.52%
|
Class C Shares
Before taxes |
16.11% |
7.14% |
7.45% |
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years |
Since
Inception* |
S&P 500 Total Return Index**
(reflects no deductions for fees and expenses) |
21.83%
|
15.79% |
14.52%
|
Shareholder Fees
|
|||
(fees paid directly from your investment)
|
|||
Institutional
|
Class C
|
Class A
|
|
Maximum Sales Charge (Load) Imposed o n Purchases
(as a % of offering price) |
None |
None |
4.50% |
Maximum Deferred Sales Charge (Load)
(as a % of the lesser of amount purchased or redeemed) |
None |
1.00% |
None |
Redemption Fee
(as a % of amount redeemed) |
None |
None |
None |
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
|||
Institutional
|
Class C
|
Class A
|
|
Management Fees
|
1.00%
|
1.00%
|
1.00%
|
Distribution and/or Service (12b‑1) Fees
|
None
|
1.00%
|
0.25%
|
Other Expenses
|
0.30%
|
0.30%
|
0.36%
|
Acquired Fund Fees and Expenses
1
|
0.16%
|
0.16%
|
0.16%
|
Total Annual Fund Operating Expenses
|
1.46%
|
2.46%
|
1.77%
|
Less Fee Waiver and/or Expense Limitation
2
|
(
0.0
5)%
|
(
0.0
5)%
|
(
0.11
)%
|
Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Limitation |
1.41% |
2.41% |
1.66% |
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$144
|
$457
|
$793
|
$1,742
|
Class C
|
$344
|
$762
|
$1,306
|
$2,792
|
Class A
|
$611
|
$972
|
$1,356
|
$2,431
|
Class
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
Institutional Class
|
$144
|
$457
|
$793
|
$1,742
|
Class C
|
$244
|
$762
|
$1,306
|
$2,792
|
Class A
|
$611
|
$972
|
$1,356
|
$2,431
|
Average Annual Total Returns
Periods Ended December 31, 2017 |
Past 1
Year |
Past 5
Years |
Since
Inception* |
Institutional Class Shares
Before taxes After taxes on distributions After taxes on distributions and sale of shares |
16.90%
16.62% 9.57% |
9.63% 8.42% 7.28% |
9.22%
8.03% 6.96% |
S&P 500 Total Return Index
(reflects no deductions for fees and expenses) |
21.83%
|
15.79% |
14.52%
|
Class C Shares
Before taxes |
15.69% |
8.32% |
8.40% |
S&P 500 Total Return Index
(reflects no deductions for fees and expenses) |
21.83%
|
15.79% |
14.97%
|
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 Growth Opportunities Fund
|
Capital appreciation.
|
Cavalier Hedged High Income Fund
|
Current income and real return.
|
Cavalier Tactical Economic 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.
|
Adaptive
Income
Fund
|
Dynamic
Growth
Fund
|
Fundamental
Growth
Fund
|
Growth
Opportunities
Fund
|
Hedged
High
Income
Fund
|
Tactical
Economic
Fund
|
Tactical
Rotation
Fund
|
|
Asset-Backed Securities Investment
|
X
|
||||||
Commodities
|
X
|
||||||
Common Stock
|
X
|
X
|
X
|
X
|
|||
Control of Portfolio Funds
|
X
|
X
|
X
|
X
|
X
|
||
Convertible Securities
|
X
|
||||||
Corporate Debt Securities
|
X
|
X
|
|||||
Credit
|
X
|
||||||
Currency
|
X
|
||||||
Cybersecurity
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
Depository Receipts
|
X
|
||||||
Derivatives
|
X
|
||||||
Equity Securities
|
X
|
ETFs
|
X
|
X
|
X
|
X
|
X
|
Adaptive
Income
Fund
|
Dynamic
Growth
Fund
|
Fundamental
Growth
Fund
|
Growth
Opportunities
Fund
|
Hedged
High
Income
Fund
|
Tactical
Economic
Fund
|
Tactical
Rotation
Fund
|
Fixed Income
|
X
|
X
|
X
|
||||
Foreign Securities and Emerging Markets
|
X
|
X
|
X
|
X
|
X
|
X
|
|
Funds Investing | X | ||||||
Fund of Funds
|
X
|
|
X
|
X
|
X
|
||
High-Yield
|
X
|
X
|
|
||||
Inflation
|
X
|
X
|
X
|
||||
Interest Rate
|
X
|
X
|
X
|
||||
Investment Advisor
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
Large-Cap Securities
|
X
|
X
|
X
|
X
|
X
|
||
Market
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
MLPs
|
X
|
||||||
Mortgage-Backed Securities
|
X
|
||||||
Other Equity Securities
|
X
|
||||||
Portfolio Turnover
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
Preferred Equity
|
X
|
||||||
Quantitative Model
|
X
|
X
|
REIT
|
X
|
X
|
Adaptive
Income
Fund
|
Dynamic
Growth
Fund
|
Fundamental
Growth
Fund
|
Growth
Opportunities
Fund
|
Hedged
High
Income
Fund
|
Tactical
Economic
Fund
|
Tactical
Rotation
Fund
|
Risks of Purchasing Options | X | ||||||
Risks of Writing Options | X | ||||||
Small-Cap and Mid-Cap Securities
|
X
|
X
|
X
|
X
|
|||
U.S. Government Securities
|
X
|
Fund
|
Portfolio Manager
|
Advisor/Sub-Advisor
|
Cavalier Adaptive Income Fund
|
Matt Boden
Chad Stephens
Rick Nelson |
Buckhead Capital Management, LLC
|
Cavalier Dynamic Growth Fund
|
Brian Lockhart
Clint Pekrul
|
Peak Capital Management, LLC
|
Cavalier Fundamental Growth Fund
|
Louis Navellier
|
Navellier & Associates, Inc.
|
Fund
|
Portfolio Manager
|
Advisor/Sub-Advisor
|
Cavalier Growth Opportunities Fund
|
Brian Shevland
Lee Calfo
|
Bluestone Capital Management, LLC
|
Cavalier Hedged High Income Fund
|
Scott Wetherington
|
Advisor
|
Cavalier Tactical Economic Fund
|
Scott Wetherington
|
Advisor
|
Cavalier Tactical Rotation Fund
|
Dr. Henry Ma
|
Julex Capital Management, LLC
|
Fund
|
Rate
|
Cavalier Adaptive Income Fund
|
1.00%
|
Cavalier Dynamic Growth Fund
|
1.00%
|
Cavalier Fundamental Growth Fund
|
1.00%
|
Cavalier Growth Opportunities Fund
|
1. 00 %
|
Cavalier Hedged High Income Fund
|
1.00%
|
Cavalier Tactical Economic Fund
|
1.00%
|
Cavalier Tactical Rotation Fund
|
1.00%
|
Fund
|
Net Advisory Fee Received
|
Cavalier Adaptive Income Fund
|
0%
|
Cavalier Dynamic Growth Fund
|
0%
|
Cavalier Fundamental Growth Fund
|
0.86%
|
Cavalier Growth Opportunities Fund
|
0.64%
|
Cavalier Hedged High Income Fund
|
0%
|
Cavalier Tactical Economic Fund
|
0%
|
Cavalier Tactical Rotation Fund
|
0.94%
|
Operating Expense Limit
|
|||
Fund
|
Institutional
|
Class A
|
Class C
|
Cavalier Adaptive Income Fund
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Dynamic Growth Fund
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Fundamental Growth Fund
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Growth Opportunities Fund
|
1. 25 %
|
1.50%
|
2.25%
|
Cavalier Hedged High Income Fund
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Tactical Economic Fund
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Tactical Rotation Fund
|
1.25%
|
1.50%
|
2.25%
|
·
|
No front-end sales charge.
|
·
|
No distribution or service plan (Rule 12b-1) fees.
|
·
|
No contingent deferred sales charge on shares redeemed.
|
·
|
$1,000 minimum initial investment.
|
·
|
No purchase maximum per transaction.
|
·
|
No conversion.
|
·
|
A 4.50% front-end sales charge.
|
·
|
Distribution and service plan (Rule 12b-1) fees of 0.25%.
|
·
|
No contingent deferred sales charge on shares redeemed.
|
·
|
$1,000 minimum initial investment.
|
·
|
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.
|
Amount Of
Transaction At Public Offering Price |
Sales Charge
As % Of Public Offering Price |
Sales Charge
As % Of Net Amount Invested |
Dealer Reallowance
As % Of Public Offering Price |
Less than $50,000
|
4.50%
|
4.71%
|
4.00%
|
$50,000 to $100,000
|
4.00%
|
4.17%
|
3.50%
|
Amount Of
Transaction At Public Offering Price |
Sales Charge
As % Of Public Offering Price |
Sales Charge
As % Of Net Amount Invested |
Dealer Reallowance
As % Of Public Offering Price |
$100,000 to $250,000
|
3.00%
|
3.09%
|
2.50%
|
$250,000 to $500,000
|
2.50%
|
2.56%
|
2.00%
|
$500,000 and above
|
1.00%
|
1.01%
|
0.50%
|
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, 2018 |
Year
ended
May 31,
2017
|
Year
ended
May 31,
2016
|
Year
ended
May 31,
2015
|
Year
ended
May 31,
2014
|
|
Net Asset Value, Beginning of Year
|
$10.42
|
$9.98
|
$9.98
|
$10.15
|
$10.19
|
Income (Loss) from Investment
Operations
Net investment income (c)
Net realized and unrealized gain (loss) on
investments
Total from Investment Operations
|
0.38 (0.18) 0.20 |
0.38 0.46 0.84 |
0.10 (0.00)(g)(h) 0.10 |
0.17 (0.17) -- |
0.17 (0.05) 0.12 |
Less Distributions f rom:
Net investment income
Net realized gains
Return of capital
Total Distributions
|
(0. 33 ) -- (0.17) (0. 50 ) |
(0.40) -- -- (0.40) |
(0.10) -- -- (0.10) |
(0.16) (0.01) -- (0.17) |
(0.16) -- -- (0.16) |
Net Asset Value, End of Year
|
$
10.12
|
$10.42
|
$9.98
|
$9.98
|
$10.15
|
Total Return
|
1.93%
|
8.54% (a)
|
1.02% (a)
|
(0.04)% (a)
|
1.25% (a)
|
Net Assets, End of Year
(in thousands)
|
$ 4,822 |
$4,498 |
$7,063 |
$19,813 |
$9,280 |
Ratios of:
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Investment Income to Average Net Assets (b) (d)
|
4.03% 1.25% 3.75% |
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% |
Portfolio Turnover Rate
|
99.44%
|
110.84%
|
246.74%
|
106.26%
|
127.64%
|
Year
ended
May 31,
2018 |
Year
ended
May 31,
2017
|
Year
ended
May 31,
2016
|
Year
ended
May 31,
2015
|
Year
ended
May 31,
2014
|
|
Net Asset Value, Beginning of Year
|
$10.07
|
$9.67
|
$9.70
|
$9.87
|
$9.91
|
Income (Loss) from Investment Operations
Net investment income (loss) (c)
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
0.25 (0. 16 ) (0. 09 ) |
0.29 0.42 0.71 |
(0.01) 0.01(g)
(0.00)
|
0.08 (0.17)
(0.09)
|
0.07 (0.04)
0.03
|
Less Distributions f rom:
Net investment income
Net realized gains
Return of capital
Total Distributions
|
(0.2 4 ) -- (0.17) (0. 41 ) |
(0.31) -- -- (0.31) |
(0.03) -- -- (0.03) |
(0.07) (0.01) -- (0.08) |
(0.07) -- -- (0.07) |
Net Asset Value, End of Year
|
$9.
75
|
$10.07
|
$9.67
|
$9.70
|
$9.87
|
Total Return
(a)
|
0.94%
|
7.46%
|
0.05%
|
(0.97)%
|
0.29%
|
Net Assets, End of Year (in thousands)
|
$2, 749
|
$2,204
|
$1,422
|
$756
|
$818
|
Ratios of:
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Investment Income (Loss) to Average Net Assets (b) (d)
|
5.07% 2.25% 2.54% |
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%
|
Portfolio Turnover Rate
|
99.44%
|
110.84%
|
246.74%
|
106.26%
|
127.64%
|
Year
ended May 31, 2018 |
Year
ended
May 31, 2017 |
Year
ended
May 31, 2016 |
Year
ended
May 31, 2015 |
Year
ended
May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$10.73
|
$9.92
|
$12.92
|
$12.15
|
$11.55
|
Income (Loss) from Investment Operations
Net investment income (loss) (d)
Net realized and unrealized gain (loss) on
investments and options written
Total from Investment Operations
|
(0.02) 0.15 (0.17) |
(0.02) 1.57 1.55 |
(0.02) (0.93)
(0.95)
|
(0.06) 1.88
1.82
|
0.11 1.08
1.19
|
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
--
(0.50) (0.50) |
--
(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
|
$
10.06
|
$10.73
|
$9.92
|
$12.92
|
$12.15
|
Total Return
(a)
|
(1.76)%
|
16.50%
|
(7.71)%
|
16.26%
|
10.44%
|
Net Assets, End of Year (in thousands)
|
$20, 558
|
$6,431
|
$10,831
|
$19,722
|
$23,879
|
Ratios of:
Interest Expenses to Average Net Assets
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Expenses to Average Net A ssets (excluding interest expense) (b)
Net Investment Income (Loss) to Average Net Assets (b) (c)
|
0.37%
2.67% (f) 1.63% (f) 1.26% (0.20)% |
0.05%
3.61% (f) 1.43% (f) 1.38% (0.21)% |
-
1.85% 1.37%(e) 1.37%(e) (0.14)% (e) |
-
1.27% 1.27% (e) 1.27% (e) (0.47)% (e) |
-
0.70% 0.70% 0.70% 0.91% |
Portfolio Turnover Rate
|
246.80%
|
159.52%
|
312.56%
|
259.65%
|
425.39%
|
Year
ended
May 31, 2018 |
Year
ended
May 31, 2017 |
Year
ended
May 31, 2016 |
Year
ended
May 31, 2015 |
Year
ended
May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$10.13
|
$9.49
|
$12.57
|
$11.97
|
$11.48
|
Income (Loss) from Investment
Operations
Net investment loss (d)
Net realized and unrealized gain (loss) on
Investments and options written
Total from Investment Operations
|
(0.13) (0.13) (0.26) |
(0.13 ) 1.51 1.38 |
(0.11) (0.92)
(1.03)
|
(0.18) 1.83
1.65
|
(0.01) 1.09
1.08
|
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
--
(0.50) (0.50) |
--
(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
|
$
9.37
|
$10.13
|
$9.49
|
$12.57
|
$11.97
|
Total Return
(a)
|
(2.77)%
|
15.42%
|
(8.64)%
|
15.04%
|
9.53%
|
Net Assets, End of Year (in thousands)
|
$698
|
$887 |
$979
|
$1,208
|
$1,122 |
Ratios of:
Interest Expense to Average Net Assets
Gross Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets(b)
Net Expenses to Average Net Assets (excluding interest expense) (b)
Net Investment Loss to Average Net Assets (b) (c) |
0.37%
3.87% (f) 2.63% (f) 2.2 6 % (1. 27 )% |
0.05% 4.82% (f) 2.43% (f)
2.38%
(1.32)%
|
- 2.95% 2.40%(e) 2.40%(e) (1.02)% (e) |
- 2.27% 2.27% (e) 2.27% (e) (1.50)% (e) |
-
1.70% 1.70% 1.70% (0.09)% |
Portfolio Turnover Rate
|
246.80%
|
159.52%
|
312.56%
|
259.65%
|
425.39%
|
Year
ended May 31 2018 |
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 Year
|
$13.69
|
$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
|
(0.0 6 ) 3.05 2.99 |
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
Net realized gains
Total Distributions
|
-- (0.62) (0.62) |
(0.02) -- (0.02) |
(0.01) -- (0.01) |
--
--
--
|
--
--
--
|
Net Asset Value, End of Year
|
$
16.06
|
$13.69
|
$11.58
|
$12.77
|
$11.09
|
Total Return
(c)
|
22.23%
|
18.42%
|
(9.21)%
|
15.15%
|
10.90%(b)
|
Net Assets, End of Year (in thousands)
|
$ 102,233
|
$63,142
|
$45,453
|
$
53,713
|
$18,202
|
1.39% 1.25% (0.39)% |
1.55% 1.18% 0.29% |
1.51% 1.11%(g) 0.05%(g) |
1.55% 1.13% (g) 0.23% (g) |
1.25%(a) 1.25%(a) (0.64)%(a) |
|
Portfolio Turnover Rate
|
124.11%
|
135.58%
|
172.08%
|
95.22%
|
71.01%(b)
|
Year
ended May 31, 2018 |
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 Year
|
$13.38
|
$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. 20 ) 2.95 2.75 |
(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
Net realized gains
Total Distributions
|
-- (0.62) (0.62) |
(0.02)
-- (0.02) |
(0.01) --
(0.01)
|
--
--
--
|
--
--
--
|
Net Asset Value, End of Year
|
$15.
51
|
$13.38
|
$11.42
|
$12.72
|
$11.16
|
Total Return
(c)
|
20.92%
|
17.37%
|
(10.11)%
|
13.98%
|
11.60%(b)
|
Net Assets, End of Year (in thousands)
|
$ 3,028
|
$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 (d)(h)
|
2.39% 2.25% (1.39)% |
2.49% 2.13% (0.51)% |
2.51% 2.11%(g) (0.96)%(g) |
2.55%
2.13% (g) (0.93)% (g) |
2.25%(a)
2.25%(a) (1.69)%(a) |
Portfolio Turnover Rate
|
124.11%
|
135.58%
|
172.08%
|
95.22%
|
71.01%(b)
|
Period
ended May 31, 2018 |
|
Net Asset Value, Beginning of Period
|
$10.00
|
Income (Loss) from Investment Operations
Net investment loss (e)
Net realized and unrealized gain on investments
Total from Investment Operations
|
(0.00)(h)
0.25 0.25 |
Less Distributions from:
Net investment income
Net realized gains
Total Distributions
|
--
--
-- |
Net Asset Value, End of Period
|
$10.25
|
Total Return
(c)(g)
|
2.50% (b)
|
Net Assets, End of Period (in thousands)
|
$478
|
Ratios of:
Gross Expenses to Average Net Assets (d)
Net Expenses to Average Net Assets (d)
Net Investment Loss to Average Net Assets (d)(f)
|
1.72%(a) 1.47%(a) (0.20)%(a) |
Portfolio Turnover Rate
|
124.11%(b)(i)
|
Year
ended May 31, 2018 |
Year
ended
May 31, 2017 |
Year
ended
May 31, 2016 |
Year
ended
May 31, 2015 |
Year
ended
May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$14.56
|
$11.81
|
$13.13
|
$12.93
|
$11.19
|
Income (Loss) from Investment Operations
Net investment income (loss) ( d)
Net realized and unrealized gain (loss) on Investments
Total from Investment Operations
|
(0.0 8 ) 2. 99 2. 91 |
0.05 2.73 2.78 |
0.05 (1.22) (1.17) |
0.05 0.65 0.70 |
0.09 1.74 1.83 |
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
(0.02)
-- (0.02) |
(0.03)
-- (0.03) |
--
(0.15) (0.15) |
(0.06)
(0.44) (0.50) |
(0.09)
-- (0.09) |
Net Asset Value, End of Year
|
$
17.45
|
$14.56
|
$11.81
|
$13.13
|
$12.93
|
Total Return
|
19.98%
|
23.53% (a)
|
(8.92)% (a)
|
5.63% (a)
|
16.36% (a)
|
Net Assets, End of Year (in thousands)
|
$ 37,778
|
$22,149
|
$8,113
|
$41,049
|
$9,080
|
Ratios of:
Gross Expenses to Average Net Assets( b )
Net Expenses to Average Net Assets( b)
Net Investment Income (Loss) to Average Net Assets (b)(c) |
1.81%
1.35% (0.52)% |
2.56%
1.24% 0.39% |
1.22% 0.91%( f ) 0.41%( f ) |
1.25% 0.93%( e ) 0.41%( e ) |
0.70% 0.70% 0.72% |
Portfolio Turnover Rate
|
491.30%
|
439.72%
|
284.69%
|
50.59%
|
3.26%
|
Year
ended May 31, 2018 |
Year
ended
May 31, 2017 |
Year
ended
May 31, 2016 |
Year
ended
May 31, 2015 |
Year
ended
May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$14.22
|
$11.61
|
$13.04
|
$12.97
|
$11.28
|
Income (Loss) from Investment Operations
Net investment loss ( d )
Net realized and unrealized gain (loss) on Investments
Total from Investment Operations
|
(0.28 ) 2.89 2.61 |
(0.01) 2.65 2.64 |
(0.07) (1.21) (1.28) |
(0.13) 0.70 0.57 |
(0.03) 1.80 1.77 |
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
(0.02)
-- (0.02) |
(0.03)
-- (0.03) |
--
(0.15) (0.15) |
(0.06)
(0.44) (0.50) |
(0.08)
-- (0.08) |
Net Asset Value, End of Year
|
$
16.81
|
$
14.22
|
$11.61
|
$13.04
|
$12.97
|
Total Return
|
1 8 .35%
|
22.73% (a)
|
(9.84)% (a)
|
4.64% (a)
|
15.72% (a)
|
Net Assets, End of Year (in thousands)
|
$ 1,079
|
$871
|
$6,160
|
$7,229
|
$178
|
Ratios of:
Gross Expenses to Average Net Assets( b )
Net Expenses to Average Net Assets( b )
Net Investment Income (Loss) to Average Net Assets( b ) (c) |
2.81%
2.35% (1. 80)% |
2.91%
2.14% (0.09)% |
2.22% 1.84%( f ) (0.56)%( f ) |
2.25% 1.93%( e )
(1.00
)%(
e
)
|
1.70% 1.70% (0.28)% |
Portfolio Turnover Rate
|
491.30%
|
439.72%
|
284.69%
|
50.59%
|
3.26%
|
Period
ended May 31,
2018
|
|
Net Asset Value, Beginning of Period
|
$10.00
|
Income (Loss) from Investment Operations
Net investment loss (e)
Net realized and unrealized gain on investments
Total from Investment Operations
|
(0.02)
0.17 0.15 |
Less Distributions from:
Net investment income
Net realized gains
Total Distributions
|
--
--
-- |
Net Asset Value, End of Period
|
$10.15
|
Total Return
(f)
|
1.50% (b)
|
Net Assets, End of Period (in thousands)
|
$10
|
Ratios of:
Gross Expenses to Average Net Assets (c)
Net Expenses to Average Net Assets (c)
Net Investment Loss to Average Net Assets (c)(d)
|
2.00%(a) 1.60%(a) (1.59)%(a) |
Portfolio Turnover Rate
|
491.30%(b)(g)
|
Year
ended May 31, 2018 |
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$10.20
|
$9.25
|
$9.63
|
$10.74
|
$10.23
|
Income (Loss) from Investment Operations
Net investment income ( d )
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
0.4 2 (0.3 7) 0.05 |
0.27 0.88 1.15 |
0.27 (0.41) (0.14) |
0.38 (0.93) (0.55) |
0.52 0.58 1.10 |
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
(0. 43 ) -- (0. 43 ) |
(0.20) -- (0.20) |
(0.20) (0.04) (0.24) |
(0.34) (0.22)
(0.56)
|
(0.55) (0.04)
(0.59)
|
Net Asset Value, End of Year
|
$
9.82
|
$10.20
|
$9.25
|
$9.63
|
$10.74
|
Total Return
|
0.52%
|
12.45% (a)
|
(1.40)% (a)
|
(2.19)% (a)
|
11.18% (a)
|
Net Assets, End of Year (in thousands)
|
$ 33,016
|
$4,789
|
$7,392
|
$32,214
|
$16,552
|
Ratios of:
Gross Expenses to Average Net Assets( b )
Net Expenses to Average Net Assets( b )
Net Investment Income to Average Net Assets ( b ) (c)
|
2.88% 1.25% 4.18% |
4.06% 1.40% 2.77% |
2.00%
1.01%( f ) 2.89%( f ) |
1.23% 0.90%( e ) 5.40%( e ) |
0.70%
0.70% 5.26% |
Portfolio Turnover Rate
|
13.23%
|
184.78%
|
327.01%
|
64.51%
|
75.79%
|
Year
ended May 31, 2018 |
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$10.09
|
$9.22
|
$9.67
|
$10.76
|
$10.17
|
Income (Loss) from Investment Operations
Net investment income ( d )
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
0.3 5 (0. 40 ) (0.05) |
0.19 0.86 1.05 |
0.01 (0.26) (0.25) |
0.49 (0.82)
(0.33)
|
0.47 0.61 1.08 |
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
(0. 33 ) -- (0. 33 ) |
(0.18) -- (0.18) |
(0.16) (0.04) (0.20) |
(0.42) (0.34)
(0.76)
|
(0.45) (0.04)
(0.49)
|
Net Asset Value, End of Year
|
$9.
71
|
$10.09
|
$9.22
|
$9.67
|
$10.76
|
Total Return
|
(0.50)%
|
11.38% (a)
|
(2.53)% (a)
|
(3.01)% (a)
|
11.00% (a)
|
Net Assets, End of Year (in thousands)
|
$ 1,263
|
$1,515
|
$850
|
$576
|
$644
|
Ratios of:
Gross Expenses to Average Net Assets( b )
Net Expenses to Average Net Assets( b )
Net Investment Income to Average Net Assets( b)(c) |
4. 54% 2.25 % 3. 52% |
5.48% 2.37% 1.93% |
3.00% 2.21%( f ) 0.08%( f ) |
2.23% 1.90%( e ) 4.40%( e) |
1.70% 1.70%
4.26%
|
Portfolio Turnover Rate
|
13.23%
|
184.78%
|
327.01%
|
64.51%
|
75.79%
|
Year
ended May 31, 2018 |
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended
May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$12.30
|
$11.00
|
$12.09
|
$12.09
|
$11.06
|
Income (Loss) from Investment Operations
Net investment income (loss) ( c )
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
0.0 2 1. 68 1. 70 |
(0.01) 1.31 1.30 |
(0.00)(f) (0.71) (0.71) |
0.10 0.35 0.45 |
0.06 1.29 1.35 |
Less Distributions from:
Net investment income
Net realized gains
Total Distributions
|
-- (0.21) (0.21) |
-- -- -- |
-- (0.38) (0.38) |
(0.11) (0.34)
(0.45)
|
(0.11) (0.21)
(0.32)
|
Net Asset Value, End of Year
|
$13.
79
|
$12.30
|
$11.00
|
$12.09
|
$12.09
|
Total Return
|
13.87%
|
11.82%
|
(5.89)%
|
3.91%
|
12.37%
|
Net Assets, End of Year (in thousands)
|
$ 9,562
|
$9,178
|
$3,920
|
$11,650
|
$5,697
|
Ratios of:
|
3.08% 1.25% 0.18% |
4.87% 1.41% (0.09) |
3.92% 1.20%( e ) (0.02)%( e ) |
2.12% 0.94%( d ) 0.81%( d ) |
0.70% 0.70% 0.56% |
Portfolio Turnover Rate
|
163.22%
|
190.49%
|
173.62%
|
69.31%
|
26.97%
|
Year
ended May 31, 2018 |
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$11.88
|
$10.73
|
$11.91
|
$12.04
|
$11.16
|
Income (Loss) from Investment Operations
Net investment income (loss) ( c )
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
(0. 10 ) 1.61 1.51 |
(0.12) 1.27 1.15 |
(0.12) (0.68) (0.80) |
0.01
0.31 0.32 |
(0.05) 1.24 1.19 |
Less Distributions from:
Net investment income
Net realized gains
Total Distributions
|
--
(0.21) (0.21) |
-- -- -- |
--
(0.38) (0.38) |
(0.11)
(0.34)
(0.45)
|
(0.10)
(0.21)
(0.31)
|
Net Asset Value, End of Year
|
$
13.18
|
$11.88
|
$10.73
|
$11.91
|
$12.04
|
Total Return
|
12.75%
|
10.72%
|
(6.75)%
|
2.82%
|
10.84%
|
Net Assets, End of Year (in thousands)
|
$ 737
|
$643
|
$381
|
$264
|
$122
|
Ratios of:
Gross Expenses to Average Net Assets( a )
Net Expenses to Average Net Assets( a )
Net Investment Income (Loss) to Average Net Assets( a)(b)
|
4.09% 2.25% (0.82)% |
5.85% 2.44% (1.06)% |
5.25% 2.27%( e ) (1.05)%( e ) |
3.12% 1.94%( d )
0.04%( d )
|
1.70%
1.70% (0.43)% |
Portfolio Turnover Rate
|
163.22%
|
190.49%
|
173.62%
|
69.31%
|
26.97%
|
Year
ended May 31, 2018 |
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$12.78
|
$11.26
|
$12.23
|
$11.74
|
$10.67
|
Income (Loss) from Investment Operations
Net investment income (loss) ( d )
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
0.0 9 0.97 1.0 6 |
0.08 1.44 1.52 |
(0.00)( g ) (0.66) (0.66) |
0.04 1.02 1.06 |
0.04 1.60 1.64 |
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
(0.08)
-- (0.08) |
--
-- -- |
--
(0.31) (0.31) |
(0.06)
(0.51)
(0.57)
|
(0.04)
(0.53)
(0.57)
|
Net Asset Value, End of Year
|
$
13.76
|
$12.78
|
$11.26
|
$12.23
|
$11.74
|
Total Return
( a )
|
8. 28%
|
13.50%
|
(5.41)%
|
9.29%
|
15.71%
|
Net Assets, End of Year (in thousands)
|
$ 129,034
|
$89,872
|
$81,866
|
$92,098
|
$30,116
|
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 )
|
1.30% 1.25% 0.66% |
1.41% 1.40% 0.64% |
1.42% 1.26%( f ) (0.03)%( f ) |
1.41% 1.20%( e ) 0.36%( e) |
1.25% 1.25 % 0.36 % |
Portfolio Turnover Rate
|
80.28%
|
166.56%
|
633.50%
|
323.99%
|
394.35%
|
Year
ended May 31, 2018 |
Year
ended May 31, 2017 |
Year
ended May 31, 2016 |
Year
ended May 31, 2015 |
Year
ended May 31, 2014 |
|
Net Asset Value, Beginning of Year
|
$12.36
|
$10.99
|
$12.06
|
$11.69
|
$10.65
|
Income (Loss) from Investment Operations
Net investment loss ( d )
Net realized and unrealized gain (loss) on investments
Total from Investment Operations
|
(0.0 4 ) 0.9 2 0. 88 |
(0.02) 1.39 1.37 |
(0.11) (0.65) (0.76) |
(0.11) 1.04 0.93 |
(0.09)
1.69 1.60 |
Less Distributions f rom:
Net investment income
Net realized gains
Total Distributions
|
(0.08) -- (0.08) |
-- -- -- |
-- (0.31)
(0.31)
|
(0.05) (0.51)
(0.56)
|
(0.03) (0.53)
(0.56)
|
Net Asset Value, End of Year
|
$13.
16
|
$12.36
|
$10.99
|
$12.06
|
$11.69
|
Total Return
( a )
|
7.10%
|
12.47%
|
(6.33)%
|
8.24%
|
15.37%
|
Net Assets, End of Year (in thousands)
|
$ 2,713
|
$2,076
|
$7,823
|
$9,955
|
$558
|
Ratios of:
Gross Expenses to Average Net Assets( b )
Net Expenses to Average Net Assets( b )
Net Investment Loss to Average Net Assets( b ) (c)
|
2.30% 2.25% (0. 32)% |
2.41% 2.40% (0.14)% |
2.41% 2.25%( f ) (0.99)%( f ) |
2.41% 2.20%( e ) (0.95)%( e ) |
2.25% 2.25% (0.78)% |
Portfolio Turnover Rate
|
80.28%
|
166.56%
|
633.50%
|
323.99%
|
394.35%
|
Period
ended May 31, 2018 |
|
Net Asset Value, Beginning of Period
|
$10.00
|
Income (Loss) from Investment Operations
Net investment loss (f)
Net realized and unrealized gain on investments
Total from Investment Operations
|
(0.02)
0.51 0.49 |
Less Distributions from:
Net investment income
Net realized gains
Total Distributions
|
--
--
-- |
Net Asset Value, End of Period
|
$10.49
|
Total Return
(c)(g)
|
4.90% (b)
|
Net Assets, End of Period (in thousands)
|
$47
|
Ratios of:
Gross Expenses to Average Net Assets (d)
Net Expenses to Average Net Assets (d)
Net Investment Loss to Average Net Assets (d)(e)
|
1.61%(a) 1.50%(a) (1.49)%(a) |
Portfolio Turnover Rate
|
80.28%(b)(h)
|
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
|
·
|
Shares purchased in an investment advisory program.
|
·
|
Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any other fund within the fund family).
|
·
|
Employees and registered representatives of Raymond James or its affiliates and their family members as designated by Raymond James.
|
·
|
Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (known as Rights of Reinstatement).
|
·
|
A shareholder in the Fund's Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to a CDSC and the conversion is in line with the policies and procedures of Raymond James.
|
·
|
Death or disability of the shareholder.
|
·
|
Shares sold as part of a systematic withdrawal plan as described in the fund's prospectus.
|
·
|
Return of excess contributions from an IRA Account.
|
·
|
Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching age 70½ as described in the fund's prospectus.
|
·
|
Shares sold to pay Raymond James fees but only if the transaction is initiated by Raymond James.
|
·
|
Shares acquired through a right of reinstatement.
|
·
|
Breakpoints as described in this prospectus.
|
·
|
Rights of accumulation, which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser's household at Raymond James. Eligible fund family assets not held at Raymond James may be included in the rights of accumulation calculation only if the shareholder notifies his or her financial advisor about such assets.
|
Cavalier Investments, LLC
12600 Deerfield Parkway, Suite 100
Alpharetta, GA 30005
|
|
Cavalier Adaptive Income Fund
Institutional Class Shares CADTX
Class C Shares
CADAX
Class A Shares CAADX |
Cavalier Dynamic Growth Fund
Institutional Class Shares CDYGX
Class C Shares
CADYX
Class A Shares CDGAX |
Cavalier Fundamental Growth Fund
Institutional Class Shares CAFGX
Class C Shares
CFGAX
Class A Shares CFDAX |
Cavalier Growth Opportunities Fund
Institutional Class Shares CATEX
Class C Shares
CATDX
Class A Shares CAGOX |
Cavalier Hedged High Income Fund
Institutional Class Shares CHIIX
Class C Shares
CAHIX
Class A Shares CHHAX |
Cavalier Tactical Economic Fund
(formerly, Cavalier Multi Strategy Fund ) Institutional Class Shares CMSFX
Class C Shares
CMSYX
Class A Shares CAVMX |
Cavalier Tactical Rotation Fund
Institutional Class Shares CTROX
Class C Shares
CATOX*
Class A Shares CAVTX |
GENERAL INFORMATION
|
2
|
ADDITIONAL INFORMATION ABOUT INVESTMENT POLICIES
|
2
|
INVESTMENT LIMITATIONS
|
14
|
PORTFOLIO TRANSACTIONS
|
1 5
|
DESCRIPTION OF THE TRUST
|
18
|
MANAGEMENT AND OTHER SERVICE PROVIDERS
|
19
|
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
|
39
|
SPECIAL SHAREHOLDER SERVICES
|
41
|
DISCLOSURE OF PORTFOLIO HOLDINGS
|
43
|
NET ASSET VALUE
|
44
|
ADDITIONAL TAX INFORMATION
|
45
|
FINANCIAL STATEMENTS
|
48
|
APPENDIX A – DESCRIPTION OF RATINGS
|
49
|
APPENDIX B – PROXY VOTING POLICIES
|
52
|
·
|
Deposits or obligations of any bank;
|
·
|
Guaranteed or endorsed by any bank; or
|
·
|
Federally insured or guaranteed by the Federal Deposit Insurance Corporation, the Federal Reserve Board , or any other federal agency.
|
·
|
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.
|
(2) |
Borrow money, except to the extent permitted under the 1940 Act (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) |
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
|
2018
|
2017
|
2016
|
Cavalier Adaptive Income Fund
|
$ 2,566
|
$ 5,699
|
$ 3,324
|
Cavalier Dynamic Growth Fund
|
$ 88,047
|
$ 9,067
|
$ 24,494
|
Cavalier Fundamental Growth Fund
|
$ 134,444
|
$ 95,396
|
$ 91,630
|
Cavalier Growth Opportunities Fund
|
$ 3,110
|
$ 1,327
|
$ 28,538
|
Cavalier Hedged High Income Fund
|
$ 3,413
|
$ 4,455
|
$ 12,079
|
Cavalier Tactical Economic Fund
|
$ 5,363
|
$ 4,652
|
$ 5,315
|
Cavalier Tactical Rotation Fund
|
$ 1,994
|
$ 17,369
|
$ 217,986
|
Fund
|
2018
|
2017
|
Cavalier Adaptive Income Fund
|
99.44 %
|
110.84 %
|
Cavalier Dynamic Growth Fund
|
246.80 %
|
159.52 %
|
Cavalier Fundamental Growth Fund
|
124.11 %
|
135.58 %
|
Cavalier Growth Opportunities Fund
|
491.30 %
|
439.72 %
|
Cavalier Hedged High Income Fund
|
13.23 %
|
184.78 %
|
Cavalier Tactical Economic Fund
|
163.22 %
|
190.49 %
|
Cavalier Tactical Rotation Fund
|
80.28 %
|
166.56 %
|
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.
|
17
|
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 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.
|
17
|
Independent Trustee of World Funds Trust for its twenty-eight series, Chesapeake Investment Trust for its one series, DGHM 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.
|
17
|
None.
|
||
J. Buckley Strandberg
Date of Birth: 03/1960 |
Independent Trustee
|
Since 7/09
|
President of Standard Insurance and Realty since 1982.
|
17
|
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
|
||
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
|
||
Robert G. Schaaf
Date of Birth: 09/1988 |
Secretary
|
Since 09/18
|
Daughtry, Woodard, Lawrence & Starling (08/2015-01/2018); JD/MBA Candidate, Wake Forest University (07/2011-05/2015); General Counsel of The Nottingham Company since 2018.
|
n/a
|
n/a
|
||
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 Growth Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Tactical Economic 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 Growth Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Tactical Economic 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 Growth Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Tactical Economic Fund
|
A
|
||
Cavalier Tactical Rotation Fund
|
A
|
||
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
|
J. Buckley Strandberg
|
Cavalier Adaptive Income Fund
|
A
|
|
Cavalier Dynamic Growth Fund
|
A
|
||
Cavalier Fundamental Growth Fund
|
A
|
||
Cavalier Growth Opportunities Fund
|
A
|
||
Cavalier Hedged High Income Fund
|
A
|
||
Cavalier Tactical Economic 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, 000
|
None
|
None
|
$ 32,500
|
Theo H. Pitt, Jr.
|
$2, 000
|
None
|
None
|
$ 32,500
|
James H. Speed, Jr.
|
$2, 000
|
None
|
None
|
$ 32,500
|
J. Buckley Strandberg
|
$2, 000
|
None
|
None
|
$ 32,500
|
Cavalier Adaptive Income Fund
Institutional Class Shares |
|||
|
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
409,055.384 Shares
|
Record
|
76. 82 %*
|
Cavalier Adaptive Income Fund
Class C Shares |
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
264,270.517 Shares
|
Record
|
90.27%*
|
Cavalier Dynamic Growth
Fund
Institutional Class Shares |
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
700,279.228 Shares
|
Record
|
40.23%*
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
473,085.791 Shares
|
Record
|
27.18%*
|
Cavalier Dynamic Growth Fund
Class C Shares |
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
47,671.929 Shares
|
Record
|
72.84%*
|
Patricia J. Nathanson
6120 Chanticleer Drive Maumee, OH 43537 |
3,313.357 Shares
|
Beneficial
|
5.06%
|
Cavalier Fundamental Growth Fund
Institutional Class Shares |
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
Charles Schwab & Co ., Inc.
101 Montgomery Street San Francisco, CA 94104 |
1, 982,188.062 Shares
|
Record
|
29.14%*
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
1, 362,077.354 Shares
|
Record
|
20.02%
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
934,674.740 Shares
|
Record
|
13.74%
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
777,310.508 Shares
|
Record
|
11.43%
|
Wells Fargo Clearing Services
Wendy Navellier 2801 Market Street Saint Louis, MO 63103 |
479,453.295
|
Beneficial
|
7.05%
|
Cavalier Fundamental Growth Fund
Class C Shares |
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
73,625.371 Shares
|
Record
|
33.03%*
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
37,053.550 Shares
|
Record
|
16.62%
|
UBS WM USA
1000 Harbor Blvd Weehawken, NJ 07086 |
26,761.976 Shares
|
Record
|
12.00%
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
21,387.293 Shares
|
Record
|
9.59%
|
|
|||
Name and Address of
Owner |
Amount of
Ownership |
Nature of
Ownership |
Percent
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
33,538.176 Shares
|
Record
|
45.07%*
|
Corr Clearing, LLC
Michael E. Rachlin 1200 Landmark Center, Suite 800 Omaha, NE 68102 |
9,479.554 Shares
|
Beneficial
|
12.74%
|
Corr Clearing, LLC
Roger Gmur 1200 Landmark Center, Suite 800 Omaha, NE 68102 |
7,552.870 Shares
|
Beneficial
|
10.15%
|
Corr Clearing, LLC
Alex Vandencasteele 1200 Landmark Center, Suite 800 Omaha, NE 68102 |
4,205.607 Shares
|
Beneficial
|
5.65%
|
Corr Clearing, LLC
Dennis W. Glenn 1200 Landmark Center, Suite 800 Omaha, NE 68102 |
4,200.00 Shares
|
Beneficial
|
5.64%
|
Corr Clearing, LLC
John S. Dehne 1200 Landmark Center, Suite 800 Omaha, NE 68102 |
3,861.004 Shares
|
Beneficial
|
5.19%
|
Cavalier Growth Opportunities Fund
Institutional Class Shares |
|||
|
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
980,753.975 Shares
|
Record
|
31.33%*
|
Charles Schwab & Co ., Inc.
101 Montgomery Street San Francisco, CA 94104 |
932,022.862 Shares
|
Record
|
29.77%*
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
441,964.277 Shares
|
Record
|
14.12%
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
239,645.301 Shares
|
Record
|
7.66%
|
Cavalier
Growth Opportunities
Fund
Class C Shares |
|||
|
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
31,359.070 Shares
|
Record
|
50.68%*
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
19,952.505 Shares
|
Record
|
32.24%*
|
Cavalier
Growth Opportunities
Fund
Class A Shares |
|||
|
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
6,189.706 Shares
|
Record
|
100.00%*
|
Cavalier Hedged High Income Fund
Institutional Class Shares |
|||
Name and Address of
Owner |
Amount
of
Ownership |
Nature of
Ownership |
Percent
|
Pershing , LLC
1 Pershing Plaza Jersey City, NJ 07399 |
623,554.769 Shares
|
Record
|
18.40%
|
Charles Schwab & Co., Inc.
101 Montgomery Street San Francisco , CA 94104 |
220,166.144 Shares
|
Record
|
6.50%
|
Cavalier Hedged High Income Fund Class C Shares |
|||
Name and Address of
Owner |
Amount of
Ownership |
Nature of
Ownership |
Percent
|
Pershing, LLC
1 Pershing Plaza Jersey City, NJ 07399 |
78,765.727 Shares
|
Record
|
73.66%*
|
James M. McCormick
825 Wildlife Lane Estes Park, CO 80517 |
5,727.995 Shares
|
Beneficial
|
5.36%
|
Cavalier Multi Strategy Fund
Institutional Class Shares |
|||
Name and Address of
Owner |
Amount of
Ownership |
Nature of
Ownership |
Percent
|
Pershing, LLC
1 Pershing Plaza Jersey City, NJ 07399 |
373,859.025 Shares
|
Record
|
55.46%*
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
286,456.511 Shares
|
Record
|
42.50%*
|
Cavalier Tactical Rotation Fund
Institutional Class Shares |
|||
Name and Address of
Owner |
Amount of
Ownership |
Nature of
Ownership |
Percent
|
Pershing, LLC
1 Pershing Plaza Jersey City, NJ 07399 |
2,185,686.619 Shares
|
Record
|
22.07%
|
Charles Schwab & Co., Inc.
101 Montgomery Street San Francisco, CA 94104 |
1,735,374.791 Shares
|
Record
|
17.53%
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
910,781.224 Shares
|
Record
|
9.20%
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
675,387.675 Shares
|
Record
|
6.82%
|
|
|||
Name and Address of
Owner |
Amount of
Ownership |
Nature of
Ownership |
Percent
|
Pershing, LLC
1 Pershing Plaza Jersey City, NJ 07399 |
113,365.845 Shares
|
Record
|
56.72%*
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
31,223.217 Shares
|
Record
|
15.62%
|
LPL Financial
4707 Executive Drive San Diego, CA 92121 |
18,964.430 Shares
|
Record
|
9.49%
|
Cavalier Tactical Rotation Fund Class A Shares |
|||
Name and Address of
Owner |
Amount of
Ownership |
Nature of
Ownership |
Percent
|
RBC Capital Markets, LLC
60 South Sixth Street Minneapolis, MN 55402 |
11,871.754 Shares
|
Record
|
100.00%*
|
Operating Expense Limit
|
||||
Fund |
Advisory Fee
Rate
|
Institutional |
Class A
|
Class C
|
Cavalier Adaptive Income Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Dynamic Growth Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Fundamental Growth Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Growth Opportunities Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Hedged High Income Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Tactical Economic Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
Cavalier Tactical Rotation Fund
|
1.00%
|
1.25%
|
1.50%
|
2.25%
|
For the fiscal year ended May 31, 2016
(Paid to Folio Metrix) |
|
Fund
|
Net Amount Paid
|
Cavalier Adaptive Income Fund
|
$16,940
|
Cavalier Dynamic Growth Fund
|
$22,894
|
Cavalier Fundamental Growth Fund
|
$105,400
|
Cavalier Growth Opportunities Fund
|
$37,347
|
For the fiscal year ended May 31, 2016
(Paid to Folio Metrix) |
|
Fund
|
Net Amount Paid
|
Cavalier Hedged High Income Fund
|
$24,768
|
Cavalier Tactical Economic Fund
|
$6,297
|
Cavalier Tactical Rotation Fund
|
$166,156
|
Portfolio Manager |
Fund
|
Dollar Range of
Equity Securities in the Fund |
Matt Boden
|
Cavalier Adaptive Income Fund
|
A
|
Lee Calfo*
|
Cavalier Growth Opportunities Fund
|
A
|
Brian Lockhart*
|
Cavalier Dynamic Growth Fund
|
A
|
Dr. Henry Ma *
|
Cavalier Tactical Rotation Fund
|
A
|
Louis Navellier
|
Cavalier Fundamental Growth Fund
|
G
|
Rick Nelson
|
Cavalier Adaptive Income Fund
|
A
|
Clint Pekrul*
|
Cavalier Dynamic Growth Fund
|
A
|
Brian Shevland *
|
Cavalier Growth Opportunities Fund
|
A
|
Chad Stephens
|
Cavalier Adaptive Income Fund
|
A
|
Scott Wetherington
|
Cavalier Hedged High Income Fund
|
A
|
Cavalier Tactical Economic Fund
|
A
|
|
|
|
|
|
|
|
Registered Investment
Companies |
Other Pooled Investment
Vehicles |
Other Accounts |
||||
Portfolio Manager |
Number of
Accounts
|
Total Assets |
Number of
Accounts
|
Total Assets |
Number of
Accounts
|
Total Assets |
All Accounts
|
||||||
Matt Boden
|
1
|
$7,406,325
|
0
|
$0
|
79
|
$708,720,957
|
Lee Calfo *
|
1
|
$ 10 ,000,000
|
0
|
$ 0
|
1,498
|
$ 408 ,000,000
|
Brian Lockhart*
|
1
|
$18,611,307
|
0
|
$0
|
0
|
$0
|
Dr. Henry Ma*
|
1
|
$ 116,220,000
|
0
|
$ 0
|
4,710
|
$ 961,570 ,000
|
Louis Navellier
|
1
|
$ 100,702,984
|
0
|
$0
|
2459
|
$ 730,152,524
|
Rick Nelson
|
1
|
$7,406,325
|
0
|
$0
|
79
|
$708,720,957
|
Clint Pekrul*
|
1
|
$18,611,307
|
0
|
$0
|
0
|
$0
|
Brian Shevland *
|
1
|
$ 10 ,000,000
|
0
|
$ 0
|
1,498
|
$408,000,000
|
Chad Stephens
|
1
|
$7,406,325
|
0
|
$0
|
79
|
$708,720,957
|
Scott Wetherington
|
1
|
$ 8,920,480.60
|
0
|
$0
|
60
|
$ 13,343,139
|
Accounts with Performance-Based Advisory Fee
|
||||||
Matt Boden
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Lee Calfo *
|
0
|
$0
|
2
|
$90,000
|
0
|
$0
|
Brian Lockhart*
|
0
|
$0
|
0
|
$ 0
|
0
|
$0
|
Dr. Henry Ma*
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Louis Navellier
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Rick Nelson
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Clint Pekrul*
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Brian Shevland *
|
0
|
$0
|
2
|
$90,000
|
0
|
$0
|
Chad Stephens
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Scott Wetherington
|
0
|
$0
|
0
|
$0
|
0
|
$0
|
Fund
|
2018
|
2017
|
2016
|
Cavalier Adaptive Income Fund
|
$ 23,999
|
$ 24,026
|
$ 18,084
|
Cavalier Dynamic Growth Fund
|
$ 23,999
|
$ 24,026
|
$ 18,750
|
Cavalier Fundamental Growth Fund
|
$ 82,567
|
$ 55,225
|
$ 56,100
|
Cavalier Growth Opportunities Fund
|
$ 30,639
|
$ 24,027
|
$ 35,188
|
Cavalier Hedged High Income Fund
|
$ 25,196
|
$ 24,027
|
$ 17,625
|
Cavalier Tactical Economic Fund
|
$ 23,999
|
$ 24,027
|
$ 13,469
|
Cavalier Tactical Rotation Fund
|
$ 111,929
|
$86, 416
|
$ 86,854
|
Fund
|
2018
|
2017
|
2016
|
Cavalier Adaptive Income Fund
|
$ 23,971
|
$ 16,701
|
$ 10,477
|
Cavalier Dynamic Growth Fund
|
$9, 075
|
$ 9,203
|
$11, 780
|
Cavalier Fundamental Growth Fund
|
$ 25,246
|
$ 49,014
|
$ 79,301
|
Cavalier Growth Opportunities Fund
|
$ 9,706
|
$ 36,364
|
$ 65,432
|
Cavalier Hedged High Income Fund
|
$ 17,052
|
$ 9,564
|
$6, 417
|
Cavalier Tactical Economic Fund
|
$6, 893
|
$ 6,473
|
$ 3,324
|
Cavalier Tactical Rotation Fund
|
$ 23,086
|
$ 49,678
|
$ 87,821
|
Cavalier Adaptive Income Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$ 29.02
|
Compensation to Broker-Dealers
|
$ 23,997. 15
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Cavalier Dynamic Growth Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$ 83.08
|
Compensation to Broker-Dealers
|
$8, 986.19
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Cavalier Fundamental Growth Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$ 6,853.60
|
Compensation to Broker-Dealers
|
$ 18,375.35
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Cavalier Growth Opportunities Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$63.15
|
Compensation to Broker-Dealers
|
$9,651.47
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Cavalier Hedged High Income Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$51.73
|
Compensation to Broker-Dealers
|
$16,994.83
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Cavalier Tactical Economic Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$99.77
|
Compensation to Broker-Dealers
|
$6,798.28
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Cavalier Tactical Rotation Fund
|
|
Advertising
|
$0
|
Printing and Mailing of Prospectuses to Other than Current Shareholders
|
$0
|
Compensation to Underwriters
|
$490.96
|
Compensation to Broker-Dealers
|
$22,633.12
|
Compensation to Sales Personnel
|
$0
|
Interest, Carrying, or Other Financing Charges
|
$0
|
Other
|
$0
|
Amount Of Transaction
At Public Offering Price |
Sales Charge
As % Of Public Offering Price |
Sales Charge
As % Of Net Amount Invested |
Dealer Discounts And
Brokerage Commissions As
% Of
Public Offering Price |
Less than $50,000
|
4.50%
|
4.71%
|
4.00%
|
$50,000 to $100,000
|
4.00%
|
4.17%
|
3.50%
|
$100,000 to $250,000
|
3.00%
|
3.09%
|
2.50%
|
$250,000 to $500,000
|
2.50%
|
2.56%
|
2.00%
|
$500,000 and above
|
1.00%
|
1.01%
|
0.50%
|
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 Growth Opportunities Fund
|
http://www.ncfunds.com/holdings/current-863.htm
|
Cavalier Hedged High Income Fund
|
http://www.ncfunds.com/holdings/current-854.htm
|
Cavalier Tactical Economic 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 Advisors' Proxy Voting and Disclosure Policy, including a detailed description of the Advisors' specific proxy voting guidelines.
|
(2) |
The Sub-Advisors' Proxy Voting and Disclosure Policy.
|
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).
|
·
|
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)
|
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.
30
|
(d)(2)
|
Amended and Restated Appendix A to Investment Advisory Agreement between the Registrant and Cavalier Investments, Inc., as investment advisor for the Cavalier Funds.
41
|
(d)( 3 )
|
Investment Advisory Agreement between Registrant and Roumell Asset Management, LLC, as investment advisor for the Roumell Opportunistic Value Fund.
4
|
(d)( 4 )
|
Investment Advisory Agreement between Registrant and Grimaldi Portfolio Solutions, Inc., as investment advisor for the Sector Rotation Fund.
5
|
(d)( 5 )
|
Investment Advisory Agreement, as amended, between Registrant and Arin Risk Advisors, LLC, as investment advisor for the
Arin Large Cap Theta Fund
.
8
|
(d)( 6 )
|
Investment Advisory Agreement between Registrant and
Deschutes Portfolio Strategies, Inc.
, as investment advisor for the
Matisse Discounted Closed-End Fund Strategy
.
27
|
(d)( 7 )
|
Investment Advisory Agreement between Registrant and
QCI Asset Management, Inc.,
as investment advisor for the QCI Balanced Fund.
12
|
(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.
14
|
(d)( 9 )
|
Investment Advisory Agreement between Registrant and ARS Investment Management, LLC
,
as investment advisor for the Alpha Risk Tactical Rotation Fund Fund.
26
|
(d)( 10 )
|
Investment Advisory Agreement between Registrant and Deschutes Portfolio Strategy, Inc. d/b/a Matisse Capital, as investment advisor for the Matisse Discounted Bond CEF Strategy.
37
|
(d)( 11 )
|
Investment Advisory Agreement between the Registrant and Crow Point Partners, LLC, as investment advisor for the Crow Point Small-Cap Growth Fund .
36
|
(d)( 12 )
|
Investment Sub-Advisory Agreement between the Registrant, Crow Point Partners, LLC, and Cold Creek Capital, LLC, as sub-advisor for the Crow Point Small-Cap Growth Fund.
36
|
(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.
30
|
(d)( 14 )
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments, and Navellier & Associates, as sub-advisor for the Cavalier Fundamental Growth Fund.
24
|
(d)( 15 )
|
Investment Sub-Advisory Agreement between Cavalier Investments and Peak Capital Management, LLC, as sub-advisor for the Cavalier Dynamic Growth Fund.
34
|
(d)( 16 )
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments, and Buckhead Capital Management, LLC, as sub-advisor for the Cavalier Adaptive Income Fund.
41
|
(d)( 17 )
|
Investment Sub-Advisory Agreement between Cavalier Investments and Julex Capital Management, LLC, as sub-advisor for the Cavalier Tactical Rotation Fund.
41
|
(d)( 18 )
|
Investment Sub-Advisory Agreement between Cavalier Investments and Bluestone Capital Management, LLC, as sub-advisor for the Cavalier Growth Opportunities Fund.
41
|
(e)(1)
|
Distribution Agreement between the Registrant and Capital Investment Group, Inc., as distributor for each series of the Trust.
28
|
(e)(2)
|
Amended and Restated Appendix A to Distribution Agreement between the Registrant and Capital Investment Group, Inc., as distributor for each series of the Trust.
34
|
(f)
|
Not Applicable.
|
(g)(1)
|
Custody Agreement between the Registrant, UMB Bank, n.a., and The Nottingham Company.
19
|
(g)(2)
|
Amended and Restated Appendix B to Custody Agreement between the Registrant, UMB Bank, n.a., and The Nottingham Company.
34
|
(g)(3)
|
Amended and Restated Rule 17f5 Appendix to Custody Agreement between the Registrant, UMB Bank, n.a., and The Nottingham Company.
34
|
(h)(1)
|
Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Starboard Investment Trust.
28
|
(h)(2)
|
Appendix C.6 to Fund Accounting and Administration Agreement between the Registrant and The Nottingham Company, as administrator for the Starboard Investment Trust.
34
|
(h)(3)
|
Dividend Disbursing and Transfer Agent Agreement between the Registrant and Nottingham Shareholder Services, LLC, as transfer agent for the Registrant.
31
|
(h)(4)
|
Amended and Restated Schedule 1 to Dividend Disbursing and Transfer Agent Agreement between the Registrant and Nottingham Shareholder Services, LLC, as transfer agent for the Registrant.
34
|
(h)(5)
|
Expense Limitation Agreement between the Registrant and ARS Investment Management, LLC, as investment advisor for the Alpha Risk Tactical Rotation Fund.
38
|
(h)(6)
|
Expense Limitation Agreement between the Registrant and Cavalier Investments, Inc., as investment advisor for the Cavalier Funds.
41
|
(h)(7)
|
Expense Limitation Agreement between the Registrant and Deschutes Portfolio Strategy, LLC d/b/a Matisse Capital as investment advisor for the Matisse Discounted Closed-End Fund Strategy.
17
|
(h)(8)
|
Expense Limitation Agreement between the Registrant and Cavalier Investments, Inc., as investment advisor for the Nebraska Fund.
29
|
(h)(9)
|
Expense Limitation Agreement between the Registrant and QCI Asset Management, Inc., as investment advisor for the QCI Balanced Fund.
32
|
(h)(10)
|
Expense Limitation Agreement between the Registrant and Roumell Asset Management, Inc., as investment advisor for the Roumell Opportunistic Value Fund.
22
|
(h)(11)
|
Expense Limitation Agreement between the Registrant and Grimaldi Portfolio Solutions, as investment advisor for The Sector Rotation Fund.
23
|
(h)(12)
|
Expense Limitation Agreement between the Registrant and Sirius Funds Advisors, Inc as investment advisor for the Sirius S&P Strategic Large-Cap Allocation Fund.
36
|
(h)(13)
|
Expense Limitation Agreement between the Registrant and Deschutes Portfolio Strategy, LLC dba Matisse Capital as investment advisor for the Matisse Discounted Bond CEF Strategy.
37
|
(h)(14)
|
Expense Limitation Agreement between the Registrant and Crow Point Partners, LLC, as investment advisor for the Crow Point Small-Cap Growth Fund.
39
|
(h)(15)
|
Expense Limitation Agreement between the Registrant and Cavalier Investments, LLC, as investment advisor to the Nebraska Fund.
40
|
(h)(16)
|
Operating Plan between Arin Risk Advisors, LLC and The Nottingham Company.
7
|
(i)(1)
|
Opinion and consent of counsel.
35
|
(i)(2)
|
Consent of counsel.
41
|
(j)
|
Consent of Independent Accountant.
41
|
(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.
6
|
(l)(3)
|
Initial Subscription Agreement for the Arin Large Cap Theta Fund.
9
|
(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.
9
|
(l)(5)
|
Initial Subscription Agreement for the Matisse Discounted Closed-End Fund Strategy.
9
|
(l)(6)
|
Initial Subscription Agreement for the QCI Balanced Fund.
16
|
(l)(7)
|
Initial Subscription Agreement for the Sirius S&P Strategic Large-Cap Allocation Fund.
14
|
(l)(8)
|
Initial Subscription Agreement for Matisse Discounted Bond CEF Strategy.
37
|
(m)(1)
|
Distribution Plan under Rule 12b-1 for the Alpha Risk Tactical Rotation Fund.
28
|
(m)(2)
|
Amended Distribution Plan under Rule 12b-1 for the Cavalier Adaptive Income Fund, Cavalier Dynamic Growth Fund, Cavalier Fundamental Growth Fund, Cavalier Growth Opportunities Fund, Cavalier High Income Fund, Cavalier Tactical Economic Fund, Cavalier Tactical Rotation Fund.
30
|
(m)(3)
|
Distribution Plan under Rule 12b-1 for the Arin Large Cap Theta Fund.
15
|
(m)(4)
|
Distribution Plan under Rule 12b-1 for the Nebraska Fund.
29
|
(m)(5)
|
Distribution Plan under Rule 12b-1 for the QCI Balanced Fund.
11
|
(m)(6)
|
Distribution Plan under Rule 12b-1 for the Sirius S&P Strategic Large-Cap Allocation Fund.
14
|
(m)(7)
|
Distribution Plan under Rule 12b-1 for the Sector Rotation Fund.
25
|
(n)(1)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the Alpha Risk Tactical Rotation Fund.
28
|
(n)(2)
|
Amended Multiple Class Plan Pursuant to Rule 18f-3 for the Cavalier Funds.
30
|
(n)(3)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the Arin Large Cap Theta Fund.
7
|
(n)(4)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the Nebraska Fund.
29
|
(n)(5)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the QCI Balanced Fund.
12
|
(n)(6)
|
Multiple Class Plan Pursuant to Rule 18f-3 for the Crow Point Small-Cap Growth Fund.
13
|
(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.
20
|
(p)(3)
|
Code of Ethics for Roumell Asset Management, LLC, investment advisor to the Roumell Opportunistic Value Fund.
31
|
(p)(4)
|
Code of Ethics for Grimaldi Portfolio Solutions, Inc., investment advisor to The Sector Rotation Fund.
23
|
(p)(5)
|
Code of Ethics for Arin Risk Advisors, LLC, investment advisor to the Arin Large Cap Theta Fund.
19
|
(p)(6)
|
Code of Ethics for Deschutes Portfolio Strategies, Inc., dba Matisse Capital, investment advisor to the Matisse Discounted Closed-End Strategy and Matisse Discounted Bond CEF Strategy.
27
|
(p)(7)
|
Code of Ethics for Navellier & Associates, Inc., investment sub-advisor to the Cavalier Fundamental Growth Fund.
10
|
(p)(8)
|
Code of Ethics for QCI Asset Management, Inc., investment advisor to the QCI Balanced Fund.
32
|
(p)(9)
|
Code of Ethics for Sirius Point Advisors, Inc., investment advisor to the Sirius S&P Strategic Large-Cap Allocation Fund.
20
|
(p)(10)
|
Code of Ethics for ARS Investment Management, LLC, investment advisor to the Alpha Risk Tactical Rotation Fund.
21
|
(p)(11)
|
Code of Ethics for Crow Point Partners, LLC, investment advisor to the Crow Point Small-Cap Growth Fund.
34
|
(p)(12)
|
Code of Ethics for Cold Creek Capital, Inc., investment sub-advisor to the Crow Point Small-Cap Growth Fund.
34
|
(p)(13)
|
Code of Ethics for Capital Investment Group, Inc., distributor for each series of the Trust.
38
|
(p)( 14 )
|
Code of Ethics for Julex Capital Management, LLC, investment sub-advisor to the Cavalier Tactical Rotation Fund.
41
|
(p)( 15 )
|
Code of Ethics for Buckhead Capital Management, LLC, investment sub-advisor to the Cavalier Adaptive Income Fund.
41
|
(p)( 16 )
|
Code of Ethics for Bluestone Capital Management, LLC, investment sub-advisor to the Cavalier Tactical Economic Fund.
41
|
(q)
|
Powers of Attorney.
38
|
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. 27 to Registrant's Registration Statement on Form N-1A filed on November 15, 2010.
|
5.
|
Incorporated herein by reference to Post-Effective Amendment No. 42 to Registrant's Registration Statement on Form N-1A filed on June 27, 2011.
|
6.
|
Incorporated herein by reference to Post-Effective Amendment No. 61 to Registrant's Registration Statement on Form N-1A filed on December 29, 2011.
|
7.
|
Incorporated herein by reference to Post-Effective Amendment No. 65 to Registrant's Registration Statement on Form N-1A filed on May 4, 2012.
|
8.
|
Incorporated herein by reference to Post-Effective Amendment No. 67 to Registrant's Registration Statement on Form N-1A filed on July 12, 2012.
|
9.
|
Incorporated herein by reference to Post-Effective Amendment No. 80 to Registrant's Registration Statement on Form N-1A filed on October 22, 2012.
|
10.
|
Incorporated herein by reference to Post-Effective Amendment No. 134 to Registrant's Registration Statement on Form N-1A filed on August 2, 2013.
|
11.
|
Incorporated herein by reference to Post-Effective Amendment No. 160 to Registrant's Registration Statement on Form N-1A filed on November 15, 2013.
|
12.
|
Incorporated herein by reference to Post-Effective Amendment No. 167 to Registrant's Registration Statement on Form N-1A filed on January 29, 2014.
|
13.
|
Incorporated herein by reference to Post-Effective Amendment No. 170 to Registrant's Registration Statement on Form N-1A filed on May 16, 2014.
|
14.
|
Incorporated herein by reference to Post-Effective Amendment No. 171 to Registrant's Registration Statement on Form N-1A filed on May 19, 2014.
|
15.
|
Incorporated herein by reference to Post-Effective Amendment No. 172 to Registrant's Registration Statement on Form N-1A filed on June 30, 2014.
|
16.
|
Incorporated herein by reference to Post-Effective Amendment No. 175 to Registrant's Registration Statement on Form N-1A filed on July 29, 2014.
|
17.
|
Incorporated herein by reference to Post-Effective Amendment No. 211 to Registrant's Registration Statement on Form N-1A filed on July 29, 2015.
|
18.
|
Incorporated herein by reference to Post-Effective Amendment No. 216 to Registrant's Registration Statement on Form N-1A filed on August 28, 2015.
|
19.
|
Incorporated herein by reference to Post-Effective Amendment No. 231 to Registrant's Registration Statement on Form N-1A filed on July 20, 2016.
|
20.
|
Incorporated herein by reference to Post-Effective Amendment No. 233 to Registrant's Registration Statement on Form N-1A filed on July 29, 2016.
|
21.
|
Incorporated herein by reference to Post-Effective Amendment No.241 to Registrant's Registration Statement on Form N-1A filed on December 29, 2016.
|
22.
|
Incorporated herein by reference to Post-Effective Amendment No.242 to Registrant's Registration Statement on Form N-1A filed on December 29, 2016.
|
23.
|
Incorporated herein by reference to Post-Effective Amendment No.247 to Registrant's Registration Statement on Form N-1A filed on February 1, 2017.
|
24.
|
Incorporated herein by reference to Post-Effective Amendment No.251 to Registrant's Registration Statement on Form N-1A filed on March 24, 2017.
|
25.
|
Incorporated herein by reference to Post-Effective Amendment No.253 to Registrant's Registration Statement on Form N-1A filed on April 13, 2017.
|
26.
|
Incorporated herein by reference to Post-Effective Amendment No.254 to Registrant's Registration Statement on Form N-1A filed on April 21, 2017.
|
27.
|
Incorporated herein by reference to Post-Effective Amendment No.268 to Registrant's Registration Statement on Form N-1A filed on July 28, 2017.
|
28.
|
Incorporated herein by reference to Post-Effective Amendment No.274 to Registrant's Registration Statement on Form N-1A filed on September 13, 2017.
|
29.
|
Incorporated herein by reference to Post-Effective Amendment No.275 to Registrant's Registration Statement on Form N-1A filed on September 27, 2017.
|
30.
|
Incorporated herein by reference to Post-Effective Amendment No.277 to Registrant's Registration Statement on Form N-1A filed on September 28, 2017.
|
31.
|
Incorporated herein by reference to Post-Effective Amendment No.284 to Registrant's Registration Statement on Form N-1A filed on December 29, 2017.
|
32.
|
Incorporated herein by reference to Post-Effective Amendment No.285 to Registrant's Registration Statement on Form N-1A filed on January 26, 2018.
|
33.
|
Incorporated herein by reference to Post-Effective Amendment No.289 to Registrant's Registration Statement on Form N-1A filed on February 9, 2018.
|
34.
|
Incorporated herein by reference to Post-Effective Amendment No. 296 to Registrant's Registration Statement on Form N-1A filed on June 28, 2018.
|
35.
|
Incorporated herein by reference to Post-Effective Amendment No. 299 to Registrant's Registration Statement on Form N-1A filed on July 27, 2018.
|
36
|
Incorporated herein by reference to Post-Effective Amendment No. 301 to Registrant's Registration Statement on Form N-1A filed on July 30, 2018.
|
37.
|
Incorporated herein by reference to Post-Effective Amendment No. 302 to Registrant's Registration Statement on Form N-1A filed on August 3, 2018.
|
38.
|
Incorporated herein by reference to Post-Effective Amendment No. 305 to Registrant's Registration Statement on Form N-1A filed on September 28, 2018.
|
39.
|
Incorporated herein by reference to Post-Effective Amendment No. 306 to Registrant's Registration Statement on Form N-1A filed on September 28, 2018.
|
40.
|
Incorporated herein by reference to Post-Effective Amendment No. 307 to Registrant's Registration Statement on Form N-1A filed on September 28, 2018.
|
41.
|
Filed Herewith.
|
STARBOARD INVESTMENT TRUST
|
||
By:
|
/s/ Katherine M. Honey
|
|
Katherine M. Honey
|
||
President and Principal Executive Officer
|
Signature
|
Title
|
Date
|
* |
September 28, 2018
|
|
James H. Speed, Jr.
|
Trustee and Chairman
|
|
* |
September 28, 2018
|
|
J. Buckley Strandberg
|
Trustee
|
|
* |
September 28, 2018
|
|
Michael G. Mosley
|
Trustee
|
|
* |
September 28, 2018
|
|
Theo H. Pitt, Jr.
|
Trustee
|
|
* |
September 28, 2018
|
|
Ashley E. Harris
|
Treasurer, Asst. Secretary, and
|
|
Principal Financial Officer
|
||
September 28, 2018
|
||
* By:
/s/ Katherine M. Honey
|
September 28, 2018
|
|
President, Principal Executive
Officer, and Attorney-in-Fact
|
Amended and Restated Appendix A to Investment Advisory Agreement between the Registrant and Cavalier Investments, Inc.
|
99.d(2)
|
Investment Sub-Advisory Agreement between the Registrant, Cavalier Investments, and Buckhead Capital Management, LLC
|
99.d(16)
|
Investment Sub-Advisory Agreement between Cavalier Investments and Julex Capital Management, LLC
|
99.d(17)
|
Investment Sub-Advisory Agreement between Cavalier Investments and Bluestone Capital Management, LLC
|
99.d(18)
|
Expense Limitation Agreement between the Registrant and Cavalier Investments, Inc.
|
99.h(6)
|
Consent of Counsel
|
99.i(2)
|
Consent of Independent Public Accountants
|
99.j
|
Code of Ethics for Julex Capital Management, LLC
|
99.p(14)
|
Code of Ethics for Buckhead Capital Management, LLC
|
99.p(15)
|
Code of Ethics for Bluestone Capital Management, LLC
|
99.p(16)
|
FUND
|
INVESTMENT ADVISORY FEE
|
1.
Cavalier Adaptive Income Fund
|
1.00%
|
2.
Cavalier Dynamic Growth Fund
|
1.00%
|
3.
Cavalier Fundamental Growth Fund
|
1.00%
|
4.
Cavalier Growth Opportunities Fund
|
1.00%
|
5.
Cavalier Hedged High Income
|
1.00%
|
6.
Cavalier Tactical Economic Fund
|
1.00%
|
7.
Cavalier Tactical Rotation
|
1.00%
|
8.
Nebraska Fund
|
0.90%
|
STARBOARD INVESTMENT TRUST
On behalf of the Cavalier Funds |
|
By:
|
/s/ Katherine M. Honey |
Name:
|
Katherine M. Honey
|
Date:
|
September 5, 2018
|
Cavalier Investments, Inc.
|
|
By:
|
/s/ Gregory A. Rutherford |
Name:
|
Gregory A. Rutherford, CFP
|
Date:
|
September 5, 2018
|
(i) |
subject to the general supervision of the Trustees and the Advisor, the Sub-Advisor shall, employing its discretion, manage the investment operations of the portion of the Fund's portfolio allocated to the Sub-Advisor from time to time by the Advisor, which may range from 0% to 100% in the Advisor's sole discretion (the "Allocated Assets"), and the composition of portfolio of securities and investments (including cash) belonging to the Allocated Assets of the Fund, including the purchase, retention, and disposition thereof, in accordance with all applicable laws and regulations, any policies and procedures established by the Trust or the Advisor, and the Fund's investment objective, policies and restrictions as stated in the Fund's then-current prospectus and statement of additional information or any similar offering documents of the Fund (together, the "Prospectus");
|
(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 Trust 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.
|
(a)
|
The term "affiliate" or "affiliated person" as used in this Agreement shall mean "affiliated person" as defined in Section 2(a)(3) of the Act.
|
(b)
|
The captions of this Agreement are included for convenience only and in no way define or limit any of the provisions hereof or otherwise affect their construction or effect.
|
(c)
|
If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby, and to this extent, the provisions of this Agreement shall be deemed to be severable.
|
(d)
|
Nothing herein shall be construed as constituting the Sub-Advisor as an agent of the Advisor, or constituting the Advisor as an agent of the Sub-Advisor.
|
(e)
|
The Advisor and the Sub-Advisor each affirm that it has procedures in place reasonably designed to protect the privacy of non-public personal consumer/customer financial information.
|
(f)
|
The Trust, the Advisor, and the Sub-Advisor acknowledge that each may have obligations under the laws and regulations of the United States to verify the source of funds and identity of investors in accordance with the USA Patriot Act, and any rules or regulations adopted thereunder (collectively the "Patriot Act"). Each party agrees to assist the other parties in monitoring transactions in accordance with the Patriot Act. If required by applicable law or regulation, each party shall provide the other parties with documentation evidencing the identity of a beneficial owner or owners of shares of the Fund upon request when a party is required by a law, court order, or by administrative or regulatory entity to disclose the identity of the beneficial owner(s).
|
(g)
|
This Agreement may be executed in counterparts, all of which together shall constitute one Agreement, binding on all the parties.
|
(h)
|
The undersigned each have the power, on behalf of their respective entities, to enter into, execute, and deliver this Agreement and to perform fully the party's obligations under this Agreement. This Agreement is valid and binding on and enforceable against each party in accordance with the terms and conditions herein.
|
(i)
|
Any term or condition of this Agreement may be waived at any time by the party that is entitled to the benefit thereof, to the extent permitted by law, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the party waiving such term or condition. No waiver by any party of any term or condition of this Agreement, in any one or more instances, shall be deemed to be or be construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement, by law, in equity, or otherwise afforded will be cumulative and not in the alternative.
|
INVESTMENT ADVISOR
|
|
CAVALIER INVESTMENTS, LLC
/s/ Gregory A. Rutherford
|
|
BY: Gregory A. Rutherford, CFP
|
|
TITLE: President & Chief Executive Officer
|
|
INVESTMENT SUB-ADVISOR
|
|
BUCKHEAD CAPITAL MANAGEMENT, LLC
/s/ Walter E. DuPre
|
|
BY: Walter E. DuPre
|
|
TITLE: Member
|
(i) |
subject to the general supervision of the Trustees and the Advisor, the Sub-Advisor shall, employ its discretion, manage the investment operations of the portion of the Fund's portfolio allocated to the Sub-Advisor from time to time by the Advisor, which may range from 0% to 100% in the Advisor's sole discretion (the "Allocated Assets"), and the composition of portfolio of securities and investments (including cash) belonging to the Allocated Assets of the Fund, including the purchase, retention, and disposition thereof, in accordance with all applicable laws and regulations, any policies and procedures established by the Trust or the Advisor, and the Fund's investment objective, policies and restrictions as stated in the Fund's then-current prospectus and statement of additional information or any similar offering documents of the Fund (together, the "Prospectus");
|
(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 Trust 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.
|
Cavalier Tactical Rotation Fund
|
|
Sub-Advisor Allocated Assets
|
Fee Rate
|
$0 to $140 Million
|
20 basis points (on all AUM)
|
Above $140 Million
|
30 basis points (on all AUM)
|
(a)
|
The term "affiliate" or "affiliated person" as used in this Agreement shall mean "affiliated person" as defined in Section 2(a)(3) of the Act.
|
(b)
|
The captions of this Agreement are included for convenience only and in no way define or limit any of the provisions hereof or otherwise affect their construction or effect.
|
(c)
|
If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby, and to this extent, the provisions of this Agreement shall be deemed to be severable.
|
(d)
|
Nothing herein shall be construed as constituting the Sub-Advisor as an agent of the Advisor, or constituting the Advisor as an agent of the Sub-Advisor.
|
(e)
|
The Advisor and the Sub-Advisor each affirm that it has procedures in place reasonably designed to protect the privacy of non-public personal consumer/customer financial information.
|
(f)
|
The Advisor and the Sub-Advisor acknowledge that each may have obligations under the laws and regulations of the United States to verify the source of funds and identity of investors in accordance with the USA Patriot Act, and any rules or regulations adopted thereunder (collectively the "Patriot Act"). Each party agrees to assist the other parties in monitoring transactions in accordance with the Patriot Act. If required by applicable law or regulation, each party shall provide the other parties with documentation evidencing the identity of a beneficial owner or owners of shares of the Fund upon request when a party is required by a law, court order, or by administrative or regulatory entity to disclose the identity of the beneficial owner(s).
|
(g)
|
This Agreement may be executed in counterparts, all of which together shall constitute one Agreement, binding on all the parties.
|
(h)
|
The undersigned each have the power, on behalf of their respective entities, to enter into, execute, and deliver this Agreement and to perform fully the party's obligations under this Agreement. This Agreement is valid and binding on and enforceable against each party in accordance with the terms and conditions herein.
|
(i)
|
Any term or condition of this Agreement may be waived at any time by the party that is entitled to the benefit thereof, to the extent permitted by law, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the party waiving such term or condition. No waiver by any party of any term or condition of this Agreement, in any one or more instances, shall be deemed to be or be construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement, by law, in equity, or otherwise afforded will be cumulative and not in the alternative.
|
INVESTMENT ADVISOR
|
|
CAVALIER INVESTMENTS, LLC
/s/ Gregory A. Rutherford
|
|
BY: Gregory A. Rutherford, CFP
|
|
TITLE: President & Chief Executive Officer
|
|
|
|
INVESTMENT SUB-ADVISOR
|
|
JULEX CAPITAL MANAGEMENT LLC
/s/ Henry Ma
|
|
BY: Henry Ma
|
|
TITLE: President & Chief Investment Officer
|
(i) |
subject to the general supervision of the Trustees and the Advisor, the Sub-Advisor shall, employing its discretion, manage the investment operations of the portion of the Fund's portfolio allocated to the Sub-Advisor from time to time by the Advisor, which may range from 0% to 100% in the Advisor's sole discretion (the "Allocated Assets"), and the composition of the portfolio of securities and investments (including cash) belonging to the Allocated Assets of the Fund,, including the purchase, retention, and disposition thereof, in accordance with all applicable laws and regulations, any policies and procedures established by the Trust or the Advisor, and the Fund's investment objective, policies and restrictions as stated in the Fund's then-current prospectus and statement of additional information or any similar offering documents of the Fund (together, the "Prospectus");
|
(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 Trust 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.
|
Cavalier Growth Opportunities Fund
|
|
Sub-Advisor Allocated Assets
|
Fee Rate
|
$0 to $20 Million
|
Zero
|
>$20 Million to $40 Million
|
15 basis points (on all AUM)
|
Above $40 Million
|
30 basis points (on all AUM)
|
(a)
|
The term "affiliate" or "affiliated person" as used in this Agreement shall mean "affiliated person" as defined in Section 2(a)(3) of the Act.
|
(b)
|
The captions of this Agreement are included for convenience only and in no way define or limit any of the provisions hereof or otherwise affect their construction or effect.
|
(c)
|
If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby, and to this extent, the provisions of this Agreement shall be deemed to be severable.
|
(d)
|
Nothing herein shall be construed as constituting the Sub-Advisor as an agent of the Advisor, or constituting the Advisor as an agent of the Sub-Advisor.
|
(e)
|
The Advisor and the Sub-Advisor each affirm that it has procedures in place reasonably designed to protect the privacy of non-public personal consumer/customer financial information.
|
(f)
|
The Advisor and the Sub-Advisor acknowledge that each may have obligations under the laws and regulations of the United States to verify the source of funds and identity of investors in accordance with the USA Patriot Act, and any rules or regulations adopted thereunder (collectively the "Patriot Act"). Each party agrees to assist the other parties in monitoring transactions in accordance with the Patriot Act. If required by applicable law or regulation, each party shall provide the other parties with documentation evidencing the identity of a beneficial owner or owners of shares of the Fund upon request when a party is required by a law, court order, or by administrative or regulatory entity to disclose the identity of the beneficial owner(s).
|
(g)
|
This Agreement may be executed in counterparts, all of which together shall constitute one Agreement, binding on all the parties.
|
(h)
|
The undersigned each have the power, on behalf of their respective entities, to enter into, execute, and deliver this Agreement and to perform fully the party's obligations under this Agreement. This Agreement is valid and binding on and enforceable against each party in accordance with the terms and conditions herein.
|
(i)
|
Any term or condition of this Agreement may be waived at any time by the party that is entitled to the benefit thereof, to the extent permitted by law, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the party waiving such term or condition. No waiver by any party of any term or condition of this Agreement, in any one or more instances, shall be deemed to be or be construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement, by law, in equity, or otherwise afforded will be cumulative and not in the alternative.
|
INVESTMENT ADVISOR
|
|
CAVALIER INVESTMENTS, LLC
/s./ Gregory A. Rutherford
|
|
BY: Gregory A. Rutherford, CFP
|
|
TITLE: President & Chief Executive Officer
|
|
INVESTMENT SUB-ADVISOR
|
|
BLUESTONE CAPITAL MANAGEMENT, LLC
_________________________________
|
|
BY: Lee Calfo
|
|
TITLE: President
|
(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, administration fees, distribution and shareholder service fees, fees necessary for professional services, and costs associated with regulatory compliance and maintaining legal existence and shareholder relations, and other such fees and expenses, but
does not include: (i) any front-end or contingent deferred loads; (ii) brokerage fees and commissions, (iii) acquired fund fees and expenses; (iv) fees and expenses associated with investments in other collective investment vehicles or derivative instruments (including for example option and swap fees and expenses); (v) borrowing costs (such as interest and dividend expense on securities sold short); (vi) taxes; and (vii) extraordinary expenses, such as litigation expenses (which may include indemnification of Fund officers and Trustees and contractual indemnification of Fund service providers (other than the Adviser)).
These expenses are
typically shown on the financial statements of each Fund and are classified as the Fund Operating Expenses.
|
(b) |
Due from Advisor Reimbursement
. To the extent that each Fund's Operating Expenses exceed the Operating Expense Limit, as defined herein, 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.
|
(c) |
Expense Limit Calculation.
Each Fund's maximum operating expense limits in any year shall be calculated as a percentage of the average daily net assets of 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.
|
(d) |
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 exceed 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.
|
(e) | Year-End Adjustment. If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the amount of the investment advisory fees waived or reduced and other payments remitted by the Advisor to each Fund with respect to the previous fiscal year shall equal the Excess Amount. |
(a) |
Captions.
The captions in this Agreement are included for convenience only and in no other way define or delineate any provisions hereof or otherwise affect their construction or effect.
|
(b) |
Interpretation.
Nothing herein contained shall be deemed to require the Trust or 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.
|
(c) |
Definitions.
Any question of interpretation of any term or provision of this Agreement, including but not limited to the investment advisory fee, the computations of net asset values, and the allocation of expenses, having a counterpart in or otherwise derived from the terms and provisions of the Advisory Agreement or the Act, shall have the same meaning as, and be resolved by reference to, such Advisory Agreement or the Act.
|
(d) |
Entire Agreement.
This Agreement and all the exhibits attached hereto constitute the entire agreement of the parties with respect to the subject matter of this Agreement and supersedes all prior negotiations, agreements, and understandings with respect thereto.
|
(e) |
Amendment
. No amendment or modification to this Agreement, or any attachment hereto, shall be valid unless made in writing and executed by all parties hereto.
|
(f) |
Counterparts
. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
|
FUND
|
Institutional
Shares
|
Class A
Shares |
Class C
Shares |
1.
Cavalier Adaptive Income Fund
|
1.25%
|
1.50%
|
2.25%
|
2.
Cavalier Dynamic Growth Fund
|
1.25%
|
1.50%
|
2.25%
|
3.
Cavalier Fundamental Growth Fund
|
1.25%
|
1.50%
|
2.25%
|
4.
Cavalier Growth Opportunities Fund
|
1.25%
|
1.50%
|
2.25%
|
5.
Cavalier Hedged High Income Fund
|
1.25%
|
1.50%
|
2.25%
|
6.
Cavalier Tactical Economic Fund
|
1.25%
|
1.50%
|
2.25%
|
7.
Cavalier Tactical Rotation
|
1.25%
|
1.50%
|
2.25%
|
·
|
The interests of client accounts will at all times be placed first;
|
·
|
All personal securities transactions will be conducted in such manner as to avoid any actual or potential conflict of interest or any abuse of an individual's position of trust and responsibility and
|
·
|
Supervised persons must not take inappropriate advantage of their positions.
|
i.
|
The title and exchange ticker symbol or CUSIP number, type of security, number of shares and principal amount (if applicable) of each reportable security in which the supervised person had any direct or indirect beneficial interest ownership when the person becomes an access person;
|
ii.
|
The name of any broker, dealer or bank, account name, number and location with whom the access person maintained an account in which any securities were held for the direct or indirect benefit of the supervised person; and
|
iii.
|
The date that the report is submitted by the access person. The information submitted must be current as of a date no more than forty-five (45) days before the person became an access person.
|
i.
|
The date of the transaction, the title and exchange ticker symbol or CUSIP number, the interest rate and maturity date (if applicable), the number of shares and the principal amount (if applicable) of each covered security;
|
ii.
|
The nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition);
|
iii.
|
The price of the reportable security at which the transaction was affected;
|
iv.
|
The name of the broker, dealer or bank with or through whom the transaction was affected; and
|
v.
|
The date the report is submitted by the access person.
|
i.
|
Transactions in mutual funds, U.S. Treasuries or agencies, cash and cash-equivalents and commodity and treasury futures.
|
ii.
|
Transactions in securities based on broad market indices such as but not limited to the S&P 500, the MSCI World or the like. Examples of these types of transactions would include open-end ETFs (excluding those on the "Black Out" List) where either the actual security of the underlying index is so large in comparison to the size of the trade being performed that the market impact of the trade would be irrelevant to the price received by clients of the firm should the client happen to have their trade executed subsequent to the supervised person.
|
iii.
|
Transactions effected for, securities held in, any account over which the person has no direct or indirect influence or control;
|
iv.
|
Transactions effected pursuant to an automatic investment plan and
|
v.
|
A quarterly transaction report if the report would duplicate information contained in securities transaction confirmations or brokerage account statements that Julex Capital Management LLC holds in its records so long as the firm receives the confirmations or statements no later than 30 days after the end of the applicable calendar quarter.
|
Name of Employee
|
Gift offered to/received from (name of counterparty / client etc.) and date:
|
Nature of gift:
|
Reason for gift:
|
Approximate value:
|
Any other relevant information:
|
CCO's Decision
|
I approve the offering / receipt of the above gift*
The offer /receipt of the above gift is declined*
CCO's Signature:
(* delete as appropriate)
|
Date:
|
A.
|
INTRODUCTION
|
I.
|
Form for reporting initial and annual personal securities holdings.
|
J.
|
STANDARDS OF CONDUCT AND FIDUCIARY DUTY
|
K.
|
GIFTS AND BUSINESS ENTERTAINMENT
|
(i)
|
Is the giver attempting to influence my judgment?
|
(ii)
|
Would an outsider think so?
|
(iii)
|
If I accept this gift, will I feel indebted or obligated in some way to the giver?
|
·
|
Their good name;
|
·
|
The reputation of Buckhead Capital; and
|
·
|
Our clients' financial welfare.
|
·
|
The expense is reasonable in value (no "marquee events");
|
·
|
The event is appropriate (e.g., no adult entertainment);
|
·
|
Both you and the giver are present; and
|
·
|
The events are not excessively frequent as to cause one to question their propriety.
|
·
|
Permissible under local law;
|
·
|
Must not violate the Foreign Corrupt Practices Act; and
|
·
|
Must be related to a business purpose and expected by the Company as part of your responsibilities.
|
L.
|
INSIDER TRADING
|
1.
|
Who is an Insider?
|
·
|
Significant dividend increases or decreases
|
·
|
Significant earnings information or estimates
|
·
|
Significant changes in earnings information or estimates previously released by a company
|
·
|
Significant expansion or curtailment of operations
|
·
|
Significant increases or declines in orders
|
·
|
Significant merger, acquisition or divestiture proposals or agreements
|
·
|
Significant new products or discoveries
|
·
|
Extraordinary borrowing
|
·
|
Major litigation
|
·
|
Significant liquidity problems
|
·
|
Extraordinary management developments
|
·
|
Purchase or sale of substantial assets
|
·
|
Capital restructuring, such as exchange offers
|
·
|
Block and/or Restricted Securities transactions
|
·
|
Report the information immediately to the Chief Compliance Officer
|
·
|
Do not purchase or sell the securities on behalf of yourself or others, including private accounts managed by the firm;
|
·
|
Do not communicate the information inside or outside the firm, other than to the Chief Compliance Officer; and
|
·
|
After the Chief Compliance Officer has reviewed the issue, the firm will determine whether the information is material and nonpublic and, if so, what action the firm will take.
|
·
|
review of the personal securities statements for all Supervised Persons and any related accounts;
|
·
|
review of trading activity in Advisory Client accounts;
|
·
|
investigation of any circumstances about any possible receipt, trading or other use of inside information.
|
M.
|
CONFIDENTIAL INFORMATION
|
1.
|
General
|
·
|
Caution and discretion are required in the discussion, use and sharing of confidential information even within Buckhead Capital. Such matters should not be discussed among Supervised Persons unless there is a valid business reason (e.g., a "need to know") for doing so. All information regarding Buckhead Capital's clients is confidential. Information may only be disclosed when the disclosure is consistent with the firm's policy and/or the client's direction. Information should only be shared a
s necessary to provide service that the client requested or authorized, or to maintain and service the client's account.
|
·
|
Buckhead Capital will require that any financial intermediary, agent or other service provider utilized by Buckhead Capital (such as broker-dealers, back office service providers or sub-advisors) comply with substantially similar standards for non-disclosure and protection of Confidential Client Information and use the information provided by Buckhead Capital only for the performance of the specific service requested by Buckhead Capital.
|
·
|
Requests for information or references regarding current or former clients and Supervised Persons should be referred to the Chief Compliance Officer.
|
·
|
The disclosure of information concerning a potential, current or former client is permitted only when it complies with applicable federal or state laws.
|
·
|
Inquiries for confidential information by tax authorities, law enforcement agencies, regulatory authorities, attorneys, or private parties shall not be responded to unless Buckhead Capital has received either written consent of the individual, or the appropriate court order or subpoena, and release has been authorized under normal operational procedures. Please consult with, or inform, the Chief Compliance Officer if you receive such a request.
|
·
|
Supervised persons should avoid any discussion of confidential information or client relationships in public places.
|
·
|
All Supervised Persons are prohibited, either during or after the termination of their employment with Buckhead Capital, from disclosing Confidential Client Information to any person or entity outside the firm, including family members, except under the circumstances described above. Any Supervised Person who violates the non-disclosure policy described above will be subject to disciplinary action, including possible termination, whether or not he or she benefited from the disclosed information.
|
·
|
The firm restricts access to Confidential Client Information to Supervised Persons who need to know such information to provide Buckhead Capital's services to clients;
|
·
|
Supervised Persons who are authorized to have access to Confidential Client Information in connection with the performance of such person's duties and responsibilities are required to keep such information in a secure compartment, file or receptacle on a daily basis as of the close of each business day;
|
·
|
All electronic or computer files containing any Confidential Client Information shall be password secured and firewall protected from access by unauthorized persons;
|
·
|
Any conversations involving Confidential Client Information, if appropriate at all, must be conducted by Supervised Persons in private, and care must be taken to avoid any unauthorized persons overhearing or intercepting such conversations; and
|
·
|
Confidential information to be destroyed must be disposed in a manner to reasonably safeguard any confidential information.
|
N.
|
SERVICE ON BOARDS OF DIRECTORS AND OTHER OUTSIDE ACTIVITIES
|
·
|
Outside Business Activities, including Service on a Board of Directors:
Each
Buckhead Capital employee must obtain the approval of the Chief Compliance Officer of Buckhead Capital prior to (1) accepting employment of any type outside Buckhead Capital, (2) serving as an officer or director of any business, or (3) having a financial interest in another business organization other than a public company.
|
·
|
Communications with the Media:
Buckhead Capital policy prohibits Supervised Persons from participating in any communication with the media including, but not limited to, conducting interviews with the media, writing newspaper or magazine articles and making radio/TV appearances, without obtaining the prior approval of the Chief Compliance Officer. Supervised Persons are required to identify any such communications in which they participate.
|
·
|
Pre‑Hire Checks:
Buckhead Capital may investigate each applicant's character, business reputation, qualifications (including the verification of employment history with previous employers, educational checks and credit checks), and experience before hiring such applicant and maintain the documentation of the steps taken in the hiring process. It shall be the obligation of the Chief Compliance Officer to obtain and
review the latest filed Form U-4 and Form U‑5 and review the applicant's history in the Central Registration Depository for all newly hired advisory personnel who are filed through FINRA.
|
·
|
Changes to Form U-
4: Each registered investment advisor representative of Buckhead Capital should alert the Chief Compliance Officer of any change to such registered representative's Form U-4 so that the Form U-4 reflects the most current information regarding such registered representative at all times.
|
O.
|
PERSONAL SECURITIES TRADING
|
1.
|
Trading in General
|
·
|
Securities held by a Supervised Person's
Immediate Family
.
|
·
|
Securities held by a general or limited partnership of which a Supervised Person is a general partner.
|
·
|
Securities held by a limited liability company of which the Supervised Person is a manager-member.
|
·
|
A Supervised Person's interests as a controlling shareholder in the Securities held by a Corporation or similar entity.
|
·
|
If a Supervised Person is a trustee of the Trust from which he or any immediate family member may receive a monetary benefit.
|
·
|
If a Supervised Person is a beneficiary to a Trust (not acting as Trustee), and has, or shares, investment control with respect to a trust transaction, the transaction shall be attributed to such Supervised Person as well as the trust.
|
·
|
If a Supervised Person is the creator of a trust, the trust holdings and transactions shall be attributed to the Supervised Person if he has or shares investment control over the securities held by the trust.
|
a.
|
Initial Holdings Reports
|
b.
|
Pre-Clearance for Participation in IPOs / Private or
Limited Offerings
|
c.
|
[Exemption for] Covered Securities Held in Client Accounts
|
·
|
Requests for pre-clearance for transactions of all securities must be submitted on the
Personal Securities Transaction Worksheet
that is located in the BCM shared drive under Employee Materials/Trading Request Form.
|
·
|
The responsibility for approving a Personal Securities Transaction will rest with the Head Trader or the Assistant Trader. In general, the trading of Covered Securities owned in client accounts will be permitted so long as 1) the Covered Security proposed to be purchased (sold) has not been sold (purchased) by the same person in the last 30 days; 2) the Head Trader or Assistant Trader knows of no trading on that day, or proposed trading on that day, of such security in any client portfolio; and 3) the employee knows of no intended trading in that security for a client account.
|
·
|
Transactions must not be executed until the Head Trader, the Assistant Trader, or the Chief Compliance Officer, as the case may be, has granted approval by signing the Personal Securities Transaction Worksheet.
|
·
|
Transaction approval is effective until the close of trading on the approval date
. The date of pre-clearance approval is indicated by the time stamp on the Personal Securities Transaction Worksheet, or by the date of the email giving approval to the Supervised Person. The Chief Compliance Officer must approve transactions by the Head Trader or Assistant Trader, and, in their absence, transactions by other employees.
|
·
|
In determining whether pre-clearance for any transaction should be granted, the person responsible for approving the Personal Securities Transaction will review the transaction for compliance with these policies and procedures, as well as for any other indications of any conflict of interest or violation of law or policy.
|
·
|
Employees may enter trades with a Stop-Loss restriction, provided the use of a Stop-Loss is noted in the notes section of the Personal Securities Worksheet. In that case, approval is effective until the Stop-Loss expiration indicated on the Personal Securities Worksheet.
|
d.
|
Exemption For Covered Securities
Not
Held In Client Accounts
|
e.
|
Dividend Reinvestment Plans
|
f.
|
Managed Account(s)
|
g.
|
Short Sales
|
P.
|
REPORTING VIOLATIONS & REMEDIAL ACTIONS
|
Q.
|
INTERPRETATIONS AND EXCEPTIONS
|
R.
|
CERTIFICATE OF RECEIPT AND COMPLIANCE
|
S.
|
DEFINITIONS
|
A.
|
"Access Persons"
are any
"Supervised Persons"
who have access to nonpublic information regarding any clients' purchase or sale of securities (or nonpublic information regarding the portfolio holdings of any reportable fund), or who is involved in making securities recommendations to clients, or who has access to such recommendations that are nonpublic. While under the Investment Advisers Act, Access Persons and Supervised Persons are distinguishable; this Code makes no distinction between Access and Supervised Persons. Based on the size and configuration of our firm, all Supervised Persons are considered Access Persons, and shall be referred to as "Supervised Persons."
|
B.
|
"Advisory Client"
means any natural persons or business entities for which Buckhead Capital serves as investment advisor.
|
C.
|
"Beneficial Ownership"
shall be interpreted in the same manner as it would be under Rule 16a-1(a)(2) of the Securities Exchange Act of 1934 (the
"Exchange Act"
) in determining whether a person has beneficial ownership of a security for purposes of Section 16 of the Exchange Act and the rules and regulations thereunder. In this regard, beneficial ownership will be deemed to exist if a person, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise has or shares, a direct or indirect pecuniary interest in the securities (
i.e
., an opportunity, directly or indirectly, to profit or share in any profit derived from a transaction in the securities). Under this definition, an indirect pecuniary interest in securities generally includes, but is not limited to, securities held by members of a person's immediate family sharing the same household
provided, however,
this presumption of beneficiary ownership may be rebutted, a person's interests in securities held in certain trusts, a general partner's proportionate interest in the portfolio securities held by a general or limited partnership, a person's right to receive dividends that is separated or separable from the underlying securities (otherwise a right to receive dividends alone shall not represent a pecuniary interest) and a person's right to acquire securities through the exercise or conversion of any derivative security whether or not presently exercisable. A person will not be deemed to be the beneficial owner of portfolio securities held by a corporation or similar entity in which the person owns securities if the shareholder is not a controlling shareholder of the entity and does not have or share investment control over the entity's portfolio. See the "Personal Securities Transactions—Beneficial Ownership" below for a further discussion of the application of "Beneficial Ownership."
|
D.
|
"Covered Security"
shall mean a "
Security"
as defined herein, except that it shall not include:
|
·
|
Direct obligations of the government of the United States, such as U.S. Treasury bonds;
|
·
|
Bankers' acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements;
|
·
|
Shares issued by money market funds;
|
·
|
Shares issued by unit investment trusts that are invested exclusively in unaffiliated mutual funds, such as variable insurance products; and
|
·
|
Shares issued by open-end funds, such as open-end mutual funds.
2
Note that this exception only extends to open-end funds registered in the United States and does not include transactions and holdings in shares of both affiliated and unaffiliated closed-end funds, nor in offshore funds. These latter categories are both reportable. Exchange Traded Funds are also considered Covered Securities.
|
E.
|
"Immediate Family"
means persons living in the same household as well as any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother‑in‑law, father‑in‑law, son‑in‑law, daughter‑in‑law, brother‑in‑law, or sister‑in‑law, and includes any adoptive relationship.
|
F.
|
"Initial Public Offering"
means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934.
|
G.
|
"Limited Offering"
shall mean an offering that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) or pursuant to Rule 504, Rule 505 or Rule 506 under the Securities Act of 1933. This may include so-called hedge fund investments or generally investments in private securities.
|
H.
|
"Security"
shall mean any note, stock, treasury stock, shares issued by registered open-end investment companies, exchange traded funds, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option or privilege on any security (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option or privilege entered into on a national securities exchange relating to foreign currency or, in general, any interest or instrument commonly known as a "security", or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase, any security of the foregoing. See also,
Covered Security
.
|
I.
|
"Security held or to be acquired"
by an Advisory Client means (a) any Covered Security which (i) is or has been held by an Advisory Client or (ii) is being or has been considered by an Advisory Client or Buckhead Capital for purchase by an Advisory Client; and (b) any option to purchase or sell, and any security convertible into or exchangeable for, a Covered Security described in this Code.
|
J.
|
"Supervised Person"
means any employee, director, officer, general partner, or Advisory Person of Buckhead Capital.
|
K.
|
"Transaction in a Covered Security"
is the purchase or sale of a Covered Security, which includes, among other things, the writing of an option to purchase or sell a Covered Security.
|
(1)
|
the information should not be discussed with any non Company person unless there is a justifiable business reason to do so and the CCO has been consulted with;
|
(2)
|
the information should not be discussed in elevators, hallways, restaurants, airplanes, taxicabs or other places where the information can be overheard;
|
(3)
|
memoranda or documents containing confidential information should not be left on desks or in other places where others can read them and computer terminals should not be left before exiting the file upon which the employee was working;
|
(4)
|
memoranda or documents containing confidential information should not be carried in an exposed manner, taken into public places or discarded where they can be retrieved by others;
|
(5)
|
drafts of memoranda or documents containing confidential information should use code names or names should be deleted to avoid identification of participants;
|
(6)
|
confidential business information should not be discussed with spouses, relatives or friends;
|
(7)
|
clients or visitors should not be permitted to wander in areas where confidential information may be kept;
|
(8)
|
even the appearance of impropriety should be avoided as serious repercussions may follow insider trading and employees should consult with the CCO before engaging in any act which is potentially a violation of the insider trading laws; and
|
(9)
|
all confidential information should be treated as material non public information the use of which for other than legitimate business purposes may be wrong.
|
•
|
Conduct himself or herself with integrity and dignity and act in a professional and ethical manner in all dealings on behalf of the Company.
|
•
|
Act with competence and strive to maintain and improve competence.
|
•
|
Use proper care and exercise independent professional judgment in the execution of duties.
|
•
|
Avoid actions or relationships that might conflict or appear to conflict with job responsibilities or the interests of the Company.
|
•
|
When in doubt, ask. It is always appropriate to ask for clarification, interpretation or guidance in complex situations. Ask a supervisor or the CCO.
|
(1)
|
Mutual Funds.
|
(2)
|
Hedge funds or other private investment entities
provided
,
however
, that the Principal or employee does not participate in the investment decisions.
|
(3)
|
401-K and other pension plan investments.
|
(4)
|
Insurance contracts.
|
(5)
|
Discretionary accounts maintained with one or more broker-dealers or investment advisers,
provided
,
however
, that the Principal or employee does not participate in the investment decisions.
|
(6)
|
Other accounts as determined by the CCO.
|
(1)
|
You must file a report every quarter whether or not there were any reportable transactions.
|
(2)
|
Reports must show sales, purchases or other acquisitions or dispositions, including gifts, the rounding out of fractional shares, exercise of conversion rights, exercise or sale of subscription rights and receipt of stock dividends or stock splits. However, transactions in direct obligations of the U.S. government need not be listed.
|
(3)
|
Duplicate brokerage trade confirmations and account statements sent on a timely basis to the Compliance Department (and containing the required information set forth above) will constitute compliance with the holdings and transactions reporting requirements.
|