united
states
securities and exchange commission
washington, d.c. 20549
form n-csr
certified
shareholder report of registered management
investment companies
Investment Company Act file number | 811-22549 |
Northern Lights Fund Trust II |
(Exact name of registrant as specified in charter) |
225 Pictoria Drive, Cincinnati, Ohio | 45246 |
(Address of principal executive offices) | (Zip code) |
Kevin Wolf, Gemini Fund Services, LLC |
80 Arkay Drive, Hauppauge, NY 11788 |
(Name and address of agent for service) |
Registrants telephone number, including area code: | 631-470-2600 |
Date of fiscal year end: | 12/31 |
Date of reporting period: | 6/30/24 |
Item 1. Reports to Stockholders.
(a) |
(b) | Not applicable |
Item 2. Code of Ethics. Not applicable.
Item 3. Audit Committee Financial Expert. Not applicable.
Item 4. Principal Accountant Fees and Services. Not applicable.
Item 5. Audit Committee of Listed Registrants. Not applicable to open-end investment companies.
Item 6. Investments. Schedule of investments in securities of unaffiliated issuers is included under Item 7.
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
(a)
![]() |
Dynamic International Opportunity Fund |
Dynamic U.S. Opportunity Fund |
Semi-Annual Report |
June 30, 2024 |
www.innealtacapital.com |
1 (855) USE-ETFS |
Distributed by Northern Lights Distributors, LLC |
Member FINRA |
DYNAMIC INTERNATIONAL OPPORTUNITY FUND |
SCHEDULE OF INVESTMENTS (Unaudited) |
June 30, 2024 |
Shares | Fair Value | |||||||
EXCHANGE-TRADED FUNDS — 81.6% | ||||||||
EQUITY - 81.6% | ||||||||
55,200 | Franklin FTSE Australia ETF | $ | 1,590,914 | |||||
48,088 | Franklin FTSE Brazil ETF(a) | 799,223 | ||||||
109,899 | Franklin FTSE Canada ETF | 3,680,056 | ||||||
122,989 | Franklin FTSE China ETF(a) | 2,037,337 | ||||||
120,789 | Franklin FTSE Germany ETF(a),(b) | 2,897,752 | ||||||
118,179 | Franklin FTSE India ETF | 4,710,615 | ||||||
351,839 | Franklin FTSE Japan ETF | 10,118,889 | ||||||
69,765 | Franklin FTSE Russia ETF(b),(c),(d),(e) | 698 | ||||||
64,970 | Franklin FTSE South Korea ETF(a) | 1,420,894 | ||||||
96,410 | Franklin FTSE Switzerland ETF(b) | 3,205,739 | ||||||
68,020 | Franklin FTSE Taiwan ETF | 3,308,493 | ||||||
206,532 | Franklin FTSE United Kingdom ETF | 5,429,726 | ||||||
173,109 | iShares China Large-Cap ETF(a) | 4,499,103 | ||||||
115,182 | iShares MSCI Australia ETF | 2,813,896 | ||||||
19,167 | iShares MSCI Denmark ETF | 2,410,538 | ||||||
161,673 | iShares MSCI France ETF(a) | 6,108,006 | ||||||
79,428 | iShares MSCI Germany ETF(a) | 2,432,085 | ||||||
78,980 | iShares MSCI India ETF | 4,405,504 | ||||||
117,769 | iShares MSCI Italy ETF | 4,222,019 | ||||||
36,292 | iShares MSCI Mexico ETF(a) | 2,054,490 | ||||||
78,321 | iShares MSCI Netherlands ETF | 3,934,064 | ||||||
6,912 | iShares MSCI Saudi Arabia ETF | 280,765 | ||||||
9,698 | iShares MSCI South Korea ETF | 640,941 | ||||||
58,495 | iShares MSCI Spain ETF | 1,826,799 | ||||||
54,589 | iShares MSCI Sweden ETF | 2,197,207 | ||||||
41,302 | iShares MSCI Taiwan ETF | 2,238,155 | ||||||
106,111 | iShares MSCI United Kingdom ETF | 3,701,152 | ||||||
21,185 | JPMorgan BetaBuilders Canada ETF | 1,376,389 | ||||||
58,064 | JPMorgan BetaBuilders Japan ETF | 3,276,552 | ||||||
TOTAL EXCHANGE-TRADED FUNDS (Cost $84,355,559) | 87,618,001 |
See accompanying notes to consolidated financial statements.
1
DYNAMIC INTERNATIONAL OPPORTUNITY FUND |
SCHEDULE OF INVESTMENTS (Unaudited)(Continued) |
June 30, 2024 |
Shares | Fair Value | |||||||
SHORT-TERM INVESTMENTS — 35.2% | ||||||||
COLLATERAL FOR SECURITIES LOANED - 18.2% | ||||||||
19,579,975 | Mount Vernon Liquid Assets Portfolio, 5.46%(f),(g) | $ | 19,579,975 | |||||
MONEY MARKET FUND - 17.0% | ||||||||
18,186,055 | First American Treasury Obligations Fund, Class X, 5.21%(f) | 18,186,055 | ||||||
TOTAL SHORT-TERM INVESTMENTS (Cost $37,766,030) | 37,766,030 | |||||||
TOTAL INVESTMENTS - 116.8% (Cost $122,121,589) | $ | 125,384,031 | ||||||
LIABILITIES IN EXCESS OF OTHER ASSETS - (16.8)% | (17,998,565 | ) | ||||||
NET ASSETS -100.0% | $ | 107,385,466 |
ETF | - Exchange-Traded Fund |
MSCI | - Morgan Stanley Capital International |
(a) | All or a portion of the security is on loan. The total fair value of the securities on loan as of June 30, 2024 was $19,176,027. |
(b) | Affiliated Company – Dynamic International Opportunity Fund holds in excess of 5% of outstanding voting securities of this security. |
(c) | Non-income producing security. |
(d) | The value of this security has been determined in good faith under policies of the Board of Trustees. |
(e) | Restricted security. |
(f) | Rate disclosed is the seven day effective yield as of June 30, 2024. |
(g) | This security was purchased with cash collateral held from securities on loan. The total value of such securities as of June 30, 2024 is $19,579,975. |
See accompanying notes to consolidated financial statements.
2
DYNAMIC U.S. OPPORTUNITY FUND |
SCHEDULE OF INVESTMENTS (Unaudited) |
June 30, 2024 |
Shares | Fair Value | |||||||
EXCHANGE-TRADED FUNDS — 98.3% | ||||||||
EQUITY - 65.6% | ||||||||
112,840 | Communication Services Select Sector SPDR Fund(a) | $ | 9,665,874 | |||||
46,191 | Consumer Discretionary Select Sector SPDR Fund | 8,425,238 | ||||||
67,927 | Consumer Staples Select Sector SPDR Fund(a) | 5,201,850 | ||||||
35,693 | Energy Select Sector SPDR Fund | 3,253,417 | ||||||
252,788 | Financial Select Sector SPDR Fund(a) | 10,392,115 | ||||||
66,639 | Health Care Select Sector SPDR Fund(a) | 9,712,634 | ||||||
58,523 | Industrial Select Sector SPDR Fund(a) | 7,132,198 | ||||||
22,099 | Materials Select Sector SPDR Fund(a) | 1,951,563 | ||||||
34,008 | Real Estate Select Sector SPDR Fund | 1,306,247 | ||||||
88,369 | Technology Select Sector SPDR Fund | 19,991,718 | ||||||
28,606 | Utilities Select Sector SPDR Fund | 1,949,213 | ||||||
32,455 | Vanguard Small-Cap Value ETF | 5,923,687 | ||||||
84,905,754 | ||||||||
FIXED INCOME - 32.7% | ||||||||
59,079 | Janus Henderson AAA CLO ETF | 3,005,939 | ||||||
364,094 | JPMorgan Core Plus Bond ETF | 16,868,475 | ||||||
49,896 | JPMorgan Ultra-Short Income ETF(a) | 2,518,251 | ||||||
94,926 | SPDR Portfolio Long Term Treasury ETF | 2,583,886 | ||||||
193,495 | Vanguard Intermediate-Term Treasury ETF(a) | 11,267,214 | ||||||
85,613 | Vanguard Total Bond Market ETF | 6,168,417 | ||||||
42,412,182 | ||||||||
TOTAL EXCHANGE-TRADED FUNDS (Cost$106,039,003) | 127,317,936 | |||||||
SHORT-TERM INVESTMENTS — 49.2% | ||||||||
COLLATERAL FOR SECURITIES LOANED — 32.6% | ||||||||
42,204,693 | Mount Vernon Liquid Assets Portfolio, 5.46% | 42,204,693 | ||||||
MONEY MARKET FUND - 16.6% | ||||||||
21,590,880 | First American Treasury Obligations Fund, Class X, 5.21% | 21,590,880 | ||||||
TOTAL SHORT-TERM INVESTMENTS (Cost $63,795,573) | 63,795,573 | |||||||
See accompanying notes to consolidated financial statements.
3
DYNAMIC U.S. OPPORTUNITY FUND |
SCHEDULE OF INVESTMENTS (Unaudited)(Continued) |
June 30, 2024 |
Fair Value | |||||
TOTAL INVESTMENTS - 147.5% (Cost $169,834,576) | $ | 191,113,509 | |||
LIABILITIES IN EXCESS OF OTHER ASSETS - (47.5)% | (61,567,538 | ) | |||
NET ASSETS - 100.0% | $ | 129,545,971 |
ETF | - Exchange-Traded Fund |
SPDR | - Standard & Poors Depositary Receipt |
(a) | All or a portion of the security is on loan. The total fair value of the securities on loan as of June 30, 2024 was $41,193,454. |
(b) | Rate disclosed is the seven day effective yield as of June 30, 2024. |
(c) | This security was purchased with cash collateral held from securities on loan. The total value of such securities as of June 30, 2024 is $42,204,693. |
See accompanying notes to consolidated financial statements.
4
The Dynamic Funds |
STATEMENTS OF ASSETS AND LIABILITIES (Unaudited) |
June 30, 2024 |
Dynamic International | Dynamic U.S. | |||||||
Opportunity Fund | Opportunity Fund | |||||||
ASSETS | ||||||||
Investments in unaffiliated securities, at cost | $ | 113,433,738 | $ | 169,834,576 | ||||
Investments in affiliated securities, at cost | 8,687,851 | — | ||||||
Total Securities, at cost | $ | 122,121,589 | $ | 169,834,576 | ||||
Investments in unaffiliated securities, at fair value | $ | 119,279,843 | $ | 191,113,509 | ||||
Investments in affiliated securities, at fair value | 6,104,188 | — | ||||||
Total Securities, at value | $ | 125,384,031 | $ | 191,113,509 | ||||
Receivable for investments sold | 1,586,588 | 8,897,592 | ||||||
Receivable for Fund shares sold | — | 6,842 | ||||||
Receivable for securities lending income | 35,319 | 4,214 | ||||||
Dividends and interest receivable | 86,239 | 111,008 | ||||||
Prepaid expenses and other assets | 5,927 | 21,712 | ||||||
TOTAL ASSETS | 127,098,104 | 200,154,877 | ||||||
LIABILITIES | ||||||||
Collateral on securities loaned (see note 4) | 19,579,975 | 42,204,693 | ||||||
Payable for investments purchased | — | 28,180,587 | ||||||
Payable for Fund shares redeemed | 1 | 43,586 | ||||||
Investment advisory fees payable | 82,526 | 98,225 | ||||||
Distribution (12b-1) fees payable | 424 | 1,574 | ||||||
Payable to related parties | 17,894 | 26,355 | ||||||
Accrued expenses and other liabilities | 31,818 | 53,886 | ||||||
TOTAL LIABILITIES | 19,712,638 | 70,608,906 | ||||||
NET ASSETS | $ | 107,385,466 | $ | 129,545,971 | ||||
Net Assets Consist Of: | ||||||||
Paid in capital | $ | 103,447,317 | $ | 99,207,561 | ||||
Accumulated earnings | 3,938,149 | 30,338,410 | ||||||
NET ASSETS | $ | 107,385,466 | $ | 129,545,971 | ||||
Net Asset Value Per Share: | ||||||||
Class I Shares: | ||||||||
Net Assets | $ | 105,328,488 | $ | 121,728,046 | ||||
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized) | 8,390,740 | 7,389,074 | ||||||
Net asset value (Net Assets ÷ Shares Outstanding), offering price and redemption price per share | $ | 12.55 | $ | 16.47 | ||||
Class N Shares: | ||||||||
Net Assets | $ | 2,056,978 | $ | 7,817,925 | ||||
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized) | 163,542 | 474,553 | ||||||
Net asset value (Net Assets ÷ Shares Outstanding), offering price and redemption price per share | $ | 12.58 | $ | 16.47 |
See accompanying notes to consolidated financial statements.
5
The Dynamic Funds |
STATEMENTS OF OPERATIONS (Unaudited) |
For the Six Months Ended June 30, 2024 |
Dynamic International | Dynamic U.S. | |||||||
Opportunity Fund | Opportunity Fund | |||||||
INVESTMENT INCOME | ||||||||
Dividends | $ | 1,339,960 | $ | 1,112,400 | ||||
Dividend income from affiliates | 152,909 | — | ||||||
Interest | 469,892 | 175,014 | ||||||
Securites Lending - Net of fees | 145,812 | 27,515 | ||||||
TOTAL INVESTMENT INCOME | 2,108,573 | 1,314,929 | ||||||
EXPENSES | ||||||||
Investment advisory fees | 530,798 | 614,236 | ||||||
Distribution (12b-1) fees: | ||||||||
Class N | 2,802 | 9,857 | ||||||
Administration fees | 27,522 | 26,627 | ||||||
Third party administrative services fees | 26,256 | 36,014 | ||||||
Transfer agent fees | 20,120 | 30,509 | ||||||
Fund accounting fees | 18,471 | 24,497 | ||||||
Trustees fees | 14,322 | 14,545 | ||||||
Registration fees | 13,102 | 18,804 | ||||||
Legal fees | 12,684 | 13,927 | ||||||
Audit fees | 7,458 | 7,458 | ||||||
Compliance officer fees | 7,096 | 8,419 | ||||||
Insurance expense | 5,682 | 9,135 | ||||||
Shareholder reporting expense | 5,373 | 7,249 | ||||||
Custody fees | 4,930 | 6,904 | ||||||
Other expenses | 1,232 | 1,500 | ||||||
TOTAL EXPENSES | 697,848 | 829,681 | ||||||
Less: Fees waived by the Adviser | (36,776 | ) | (57,158 | ) | ||||
NET EXPENSES | 661,072 | 772,523 | ||||||
NET INVESTMENT INCOME | 1,447,501 | 542,406 | ||||||
REALIZED AND UNREALIZED GAIN ON INVESTMENTS | ||||||||
Net realized gain from: | ||||||||
Unaffiliated investment transactions | 729,255 | 8,804,767 | ||||||
Affiliated investment transactions | 213,199 | — | ||||||
942,454 | 8,804,767 | |||||||
Net change in unrealized appreciation/(depreciation) on: | ||||||||
Unaffiliated investments | 699,736 | (2,753,375 | ) | |||||
Affiliated investments | (50,996 | ) | — | |||||
648,740 | (2,753,375 | ) | ||||||
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS | 1,591,194 | 6,051,392 | ||||||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | 3,038,695 | $ | 6,593,798 |
See accompanying notes to consolidated financial statements.
6
Dynamic International Opportunity Fund |
STATEMENTS OF CHANGES IN NET ASSETS |
For the Six Months Ended | For the Year Ended | |||||||
June 30, 2024 | December 31, | |||||||
(Unaudited) | 2023 | |||||||
FROM OPERATIONS | ||||||||
Net investment income | $ | 1,447,501 | $ | 2,411,116 | ||||
Net realized gain from investment transactions | 942,454 | 837,271 | ||||||
Distributions of realized gains from underlying investment companies | — | 26,907 | ||||||
Net change in unrealized appreciation of investments | 648,740 | 7,134,167 | ||||||
Net increase in net assets resulting from operations | 3,038,695 | 10,409,461 | ||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
From net investment income | ||||||||
Class I | — | (2,355,496 | ) | |||||
Class N | — | (49,684 | ) | |||||
Total distributions paid | — | (2,405,180 | ) | |||||
FROM SHARES OF BENEFICIAL INTEREST | ||||||||
Proceeds from shares sold | ||||||||
Class I | 7,559,081 | 16,306,392 | ||||||
Class N | 30,715 | 1,171,980 | ||||||
Net asset value of shares issued in reinvestment of distributions | ||||||||
Class I | — | 2,134,504 | ||||||
Class N | — | 37,930 | ||||||
Payments for shares redeemed | ||||||||
Class I | (7,440,209 | ) | (11,193,009 | ) | ||||
Class N | (688,600 | ) | (7,528,886 | ) | ||||
Net increase/(decrease) in net assets from shares of beneficial interest | (539,013 | ) | 928,911 | |||||
TOTAL INCREASE IN NET ASSETS | 2,499,682 | 8,933,192 | ||||||
NET ASSETS | ||||||||
Beginning of Year/Period | 104,885,784 | 95,952,592 | ||||||
End of Year/Period | $ | 107,385,466 | $ | 104,885,784 |
See accompanying notes to consolidated financial statements.
7
Dynamic International Opportunity Fund |
STATEMENTS OF CHANGES IN NET ASSETS (Continued) |
For the Six Months Ended | For the Year Ended | |||||||
June 30, 2024 | December 31, | |||||||
(Unaudited) | 2023 | |||||||
SHARE ACTIVITY - CLASS I | ||||||||
Shares sold | 613,471 | 1,375,104 | ||||||
Shares reinvested | — | 178,620 | ||||||
Shares redeemed | (599,379 | ) | (948,783 | ) | ||||
Net increase in shares of beneficial interest outstanding | 14,092 | 604,941 | ||||||
SHARE ACTIVITY - CLASS N | ||||||||
Shares sold | 2,433 | 100,013 | ||||||
Shares reinvested | — | 3,163 | ||||||
Shares redeemed | (56,102 | ) | (632,084 | ) | ||||
Net decrease in shares of beneficial interest outstanding | (53,669 | ) | (528,908 | ) |
See accompanying notes to consolidated financial statements.
8
Dynamic U.S. Opportunity Fund |
STATEMENTS OF CHANGES IN NET ASSETS |
For the Six Months Ended | For the Year Ended | |||||||
June 30, 2024 | December 31, | |||||||
(Unaudited) | 2023 | |||||||
FROM OPERATIONS | ||||||||
Net investment income | $ | 542,406 | $ | 1,051,021 | ||||
Net realized gain from investment transactions | 8,804,767 | 1,187,528 | ||||||
Net change in unrealized appreciation/(depreciation) of investments | (2,753,375 | ) | 15,007,248 | |||||
Net increase in net assets resulting from operations | 6,593,798 | 17,245,797 | ||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
From net investment income and net realized gains: | ||||||||
Class I | — | (1,031,339 | ) | |||||
Class N | — | (57,869 | ) | |||||
Total distributions paid | — | (1,089,208 | ) | |||||
FROM SHARES OF BENEFICIAL INTEREST | ||||||||
Proceeds from shares sold | ||||||||
Class I | 21,111,570 | 33,537,880 | ||||||
Class N | 785,364 | 6,043,700 | ||||||
Net asset value of shares issued in reinvestment of distributions | ||||||||
Class I | — | 746,850 | ||||||
Class N | — | 53,104 | ||||||
Payments for shares redeemed | ||||||||
Class I | (12,554,758 | ) | (58,716,514 | ) | ||||
Class N | (1,528,443 | ) | (9,410,997 | ) | ||||
Net increase/(decrease) in net assets from shares of beneficial interest | 7,813,733 | (27,745,977 | ) | |||||
TOTAL INCREASE/(DECREASE) IN NET ASSETS | 14,407,531 | (11,589,388 | ) | |||||
NET ASSETS | ||||||||
Beginning of Year/Period | 115,138,440 | 126,727,828 | ||||||
End of Year/Period | $ | 129,545,971 | $ | 115,138,440 |
See accompanying notes to consolidated financial statements.
9
Dynamic U.S. Opportunity Fund |
STATEMENTS OF CHANGES IN NET ASSETS (Continued) |
For the Six Months Ended | For the Year Ended | |||||||
June 30, 2024 | December 31, | |||||||
(Unaudited) | 2023 | |||||||
SHARE ACTIVITY - CLASS I | ||||||||
Shares sold | 1,327,132 | 2,316,997 | ||||||
Shares reinvested | — | 48,091 | ||||||
Shares redeemed | (782,131 | ) | (4,074,910 | ) | ||||
Net increase/(decrease) in shares of beneficial interest outstanding | 545,001 | (1,709,822 | ) | |||||
SHARE ACTIVITY - CLASS N | ||||||||
Shares sold | 49,181 | 411,251 | ||||||
Shares reinvested | — | 3,415 | ||||||
Shares redeemed | (95,052 | ) | (656,253 | ) | ||||
Net decrease in shares of beneficial interest outstanding | (45,871 | ) | (241,587 | ) |
See accompanying notes to consolidated financial statements.
10
Dynamic International Opportunity Fund |
FINANCIAL HIGHLIGHTS |
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year/Period |
Class I | ||||||||||||||||||||||||||||
Six Months Ended | Year Ended | Year Ended | Year Ended | Year Ended | Period* Ended | Year Ended | ||||||||||||||||||||||
June 30, 2024 | December 31, | December 31, | December 31, | December 31, | December 31, | November 30, | ||||||||||||||||||||||
(Unaudited) | 2023 | 2022 | 2021 | 2020 | 2019 | 2019 | ||||||||||||||||||||||
Net asset value, beginning of year/period | $ | 12.20 | $ | 11.26 | $ | 13.18 | $ | 13.16 | $ | 10.43 | $ | 10.41 | $ | 10.47 | ||||||||||||||
Activity from investment operations: | ||||||||||||||||||||||||||||
Net investment income (1) | 0.17 | 0.29 | 0.14 | 0.12 | 0.09 | 0.10 | 0.20 | |||||||||||||||||||||
Net realized and unrealized gain/(loss) on investments | 0.18 | 0.94 | (1.92 | ) | 0.02 | 2.75 | 0.10 | (0.06 | ) | |||||||||||||||||||
Total from investment operations | 0.35 | 1.23 | (1.78 | ) | 0.14 | 2.84 | 0.20 | 0.14 | ||||||||||||||||||||
Less distributions from: | ||||||||||||||||||||||||||||
Net investment income | — | (0.29 | ) | (0.14 | ) | (0.12 | ) | (0.09 | ) | (0.17 | ) | (0.20 | ) | |||||||||||||||
Return of capital | — | — | — | — | (0.02 | ) | (0.01 | ) | — | |||||||||||||||||||
Total distributions | — | (0.29 | ) | (0.14 | ) | (0.12 | ) | (0.11 | ) | (0.18 | ) | (0.20 | ) | |||||||||||||||
Paid in capital from redemption fees | — | — | — | — | — | — | 0.00 | (6) | ||||||||||||||||||||
Net asset value, end of year/period | $ | 12.55 | $ | 12.20 | $ | 11.26 | $ | 13.18 | $ | 13.16 | $ | 10.43 | $ | 10.41 | ||||||||||||||
Total return (2) | 2.87 | % (8) | 10.95 | % | (13.47 | )% | 1.05 | % | 27.20 | % | 1.91 | % (8) | 1.39 | % | ||||||||||||||
Net assets, at end of year/period (000s) | $ | 105,328 | $ | 102,227 | $ | 87,534 | $ | 104,565 | $ | 102,191 | $ | 85,441 | $ | 84,257 | ||||||||||||||
Ratio of gross expenses to average net assets (3)(4) | 1.31 | % (7) | 1.34 | % | 1.36 | % | 1.34 | % | 1.38 | % | 1.45 | % (7) | 1.41 | % | ||||||||||||||
Ratio of net expenses to average net assets (4) | 1.24 | % (7) | 1.24 | % | 1.24 | % | 1.24 | % | 1.24 | % | 1.24 | % (7) | 1.24 | % | ||||||||||||||
Ratio of net investment income to average net assets (4)(5) | 2.74 | % (7) | 2.46 | % | 1.17 | % | 0.91 | % | 0.82 | % | 11.59 | % (7) | 1.93 | % | ||||||||||||||
Portfolio turnover rate | 39 | % (8) | 62 | % | 115 | % | 54 | % | 180 | % | 0 | % (8) | 79 | % |
* | For the period December 1, 2019 to December 31, 2019. Effective December 31, 2019, the Fund changed its fiscal year end. See Note 1. |
(1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year/period |
(2) | Total returns shown exclude the effect of applicable redemption fees. Had the Adviser not waived a portion of the Funds expenses, total returns would have been lower. |
(3) | Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser |
(4) | Does not include the expenses of other investment companies in which the Fund invests. |
(5) | Recognition of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying investment companies in which the Fund invests. |
(6) | Amount represents less than $0.005 per share. |
(7) | Annualized for periods less than one full year. |
(8) | Not annualized. |
See accompanying notes to consolidated financial statements.
11
Dynamic International Opportunity Fund |
FINANCIAL HIGHLIGHTS |
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year/Period |
Class N | ||||||||||||||||||||||||||||
Six Months Ended | Year Ended | Year Ended | Year Ended | Year Ended | Period* Ended | Year Ended | ||||||||||||||||||||||
June 30, 2024 | December 31, | December 31, | December 31, | December 31, | December 31, | November 30, | ||||||||||||||||||||||
(Unaudited) | 2023 | 2022 | 2021 | 2020 | 2019 | 2019 | ||||||||||||||||||||||
Net asset value, beginning of year/period | $ | 12.24 | $ | 11.28 | $ | 13.21 | $ | 13.18 | $ | 10.46 | $ | 10.40 | $ | 10.45 | ||||||||||||||
Activity from investment operations: | ||||||||||||||||||||||||||||
Net investment income (1) | 0.14 | 0.12 | 0.12 | 0.09 | 0.07 | 0.10 | 0.18 | |||||||||||||||||||||
Net realized and unrealized gain/(loss) on investments | 0.20 | 1.07 | (1.93 | ) | 0.02 | 2.73 | 0.10 | (0.07 | ) | |||||||||||||||||||
Total from investment operations | 0.34 | 1.19 | (1.81 | ) | 0.11 | 2.80 | 0.20 | 0.11 | ||||||||||||||||||||
Less distributions from: | ||||||||||||||||||||||||||||
Net investment income | — | (0.23 | ) | (0.12 | ) | (0.08 | ) | (0.06 | ) | (0.13 | ) | (0.16 | ) | |||||||||||||||
Return of capital | — | — | — | — | (0.02 | ) | (0.01 | ) | — | |||||||||||||||||||
Total distributions | — | (0.23 | ) | (0.12 | ) | (0.08 | ) | (0.08 | ) | (0.14 | ) | (0.16 | ) | |||||||||||||||
Paid in capital from redemption fees | — | — | — | — | — | — | 0.00 | (6) | ||||||||||||||||||||
Net asset value, end of year/period | $ | 12.58 | $ | 12.24 | $ | 11.28 | $ | 13.21 | $ | 13.18 | $ | 10.46 | $ | 10.40 | ||||||||||||||
Total return (2) | 2.78 | % (8) | 10.61 | % | (13.72 | )% | 0.86 | % | 26.78 | % | 1.95 | % (8) | 1.09 | % | ||||||||||||||
Net assets, at end of year/period (000s) | $ | 2,057 | $ | 2,659 | $ | 8,418 | $ | 9,217 | $ | 8,791 | $ | 7,052 | $ | 7,822 | ||||||||||||||
Ratio of gross expenses to average net assets (3)(4) | 1.56 | % (7) | 1.61 | % | 1.61 | % | 1.59 | % | 1.63 | % | 1.70 | % (7) | 1.68 | % | ||||||||||||||
Ratio of net expenses to average net assets (4) | 1.49 | % (7) | 1.49 | % | 1.49 | % | 1.49 | % | 1.49 | % | 1.49 | % (7) | 1.49 | % | ||||||||||||||
Ratio of net investment income to average net assets (4)(5) | 2.22 | % (7) | 1.01 | % | 0.99 | % | 0.65 | % | 0.60 | % | 10.88 | % (7) | 1.83 | % | ||||||||||||||
Portfolio turnover rate | 39 | % (8) | 62 | % | 115 | % | 54 | % | 180 | % | 0 | % (8) | 79 | % |
* | For the period December 1, 2019 to December 31, 2019. Effective December 31, 2019, the Fund changed its fiscal year end. See Note 1. |
(1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year/period |
(2) | Total returns shown exclude the effect of applicable redemption fees. Had the Adviser not waived a portion of the Funds expenses, total returns would have been lower. |
(3) | Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser. |
(4) | Does not include the expenses of other investment companies in which the Fund invests. |
(5) | Recognition of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying investment companies in which the Fund invests. |
(6) | Amount represents less than $0.005 per share. |
(7) | Annualized for periods less than one full year. |
(8) | Not annualized. |
See accompanying notes to consolidated financial statements.
12
Dynamic U.S. Opportunity Fund |
FINANCIAL HIGHLIGHTS |
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year/Period |
Class I | ||||||||||||||||||||||||||||
Six Months Ended | Year Ended | Year Ended | Year Ended | Year Ended | Period* Ended | Year Ended | ||||||||||||||||||||||
June 30, 2024 | December 31, | December 31, | December 31, | December 31, | December 31, | November 30, | ||||||||||||||||||||||
(Unaudited) | 2023 | 2022 | 2021 | 2020 | 2019 | 2019 | ||||||||||||||||||||||
Net asset value, beginning of year/period | $ | 15.63 | $ | 13.60 | $ | 15.08 | $ | 13.71 | $ | 12.21 | $ | 12.04 | $ | 12.31 | ||||||||||||||
Activity from investment operations: | ||||||||||||||||||||||||||||
Net investment income (1) | 0.07 | 0.12 | 0.12 | 0.01 | 0.05 | 0.07 | 0.13 | |||||||||||||||||||||
Net realized and unrealised gain/(loss) on investments | 0.77 | 2.06 | (1.25 | ) | 2.18 | 2.24 | 0.16 | 0.83 | ||||||||||||||||||||
Total from investment operations | 0.84 | 2.18 | (1.13 | ) | 2.19 | 2.29 | 0.23 | 0.96 | ||||||||||||||||||||
Less distributions from: | ||||||||||||||||||||||||||||
Net investment income | — | (0.15 | ) | (0.11 | ) | (0.01 | ) | (0.11 | ) | (0.06 | ) | (0.09 | ) | |||||||||||||||
Net realized gains | — | — | (0.24 | ) | (0.81 | ) | (0.68 | ) | — | (1.14 | ) | |||||||||||||||||
Total distributions | — | (0.15 | ) | (0.35 | ) | (0.82 | ) | (0.79 | ) | (0.06 | ) | (1.23 | ) | |||||||||||||||
Paid in capital from redemption fees | — | — | — | — | — | — | 0.00 | (6) | ||||||||||||||||||||
Net asset value, end of year/period | $ | 16.47 | $ | 15.63 | $ | 13.60 | $ | 15.08 | $ | 13.71 | $ | 12.21 | $ | 12.04 | ||||||||||||||
Total return (2) | 5.37 | % (8) | 16.05 | % | (7.50 | )% | 16.19 | % | 18.86 | % (9) | 1.91 | % (8)(9) | 10.33 | % | ||||||||||||||
Net assets, at end of year/period (000s) | $ | 121,728 | $ | 106,992 | $ | 116,352 | $ | 97,667 | $ | 74,289 | $ | 44,768 | $ | 44,097 | ||||||||||||||
Ratio of gross expenses to average net assets (3)(4) | 1.33 | % (7) | 1.33 | % | 1.35 | % | 1.36 | % | 1.42 | % | 1.40 | % (7) | 1.42 | % | ||||||||||||||
Ratio of net expenses to average net assets (4) | 1.24 | % (7) | 1.24 | % | 1.24 | % | 1.24 | % | 1.24 | % | 1.24 | % (7) | 1.24 | % | ||||||||||||||
Ratio of net investment income to average net assets (4)(5) | 0.90 | % (7) | 0.83 | % | 0.83 | % | 0.04 | % | 0.40 | % | 6.50 | % (7) | 1.13 | % | ||||||||||||||
Portfolio turnover rate | 65 | % (8) | 70 | % | 184 | % | 95 | % | 306 | % | 13 | % (8) | 223 | % |
* | For the period December 1, 2019 to December 31, 2019. Effective December 31, 2019, the Fund changed its fiscal year end. See Note 1. |
(1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year/period |
(2) | Total returns shown exclude the effect of applicable redemption fees. Had the Adviser not waived a portion of the Funds expenses, total returns would have been lower. |
(3) | Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser |
(4) | Does not include the expenses of other investment companies in which the Fund invests. |
(5) | Recognition of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying investment companies in which the Fund invests. |
(6) | Amount represents less than $0.005 per share. |
(7) | Annualized for periods less than one full year. |
(8) | Not annualized. |
(9) | Includes adjustments in accordance with accounting principles generally accepted in the United States and consequently, the net asset value for financial statement reporting purposes and the returns based upon those net assets may differ from the net asset values and returns for shareholder processing. |
See accompanying notes to consolidated financial statements.
13
Dynamic U.S. Opportunity Fund |
FINANCIAL HIGHLIGHTS |
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year/Period |
Class N | ||||||||||||||||||||||||||||
Six Months Ended | Year Ended | Year Ended | Year Ended | Year Ended | Period* Ended | Year Ended | ||||||||||||||||||||||
June 30, 2024 | December 31, | December 31, | December 31, | December 31, | December 31, | November 30, | ||||||||||||||||||||||
(Unaudited) | 2023 | 2022 | 2021 | 2020 | 2019 | 2019 | ||||||||||||||||||||||
Net asset value, beginning of year/period | $ | 15.65 | $ | 13.62 | $ | 15.09 | $ | 13.74 | $ | 12.25 | $ | 12.05 | $ | 12.30 | ||||||||||||||
Activity from investment operations: | ||||||||||||||||||||||||||||
Net investment income/(loss) (1) | 0.05 | 0.08 | 0.08 | (0.03 | ) | 0.01 | 0.06 | 0.10 | ||||||||||||||||||||
Net realized and unrealised gain/(loss) on investments | 0.77 | 2.06 | (1.23 | ) | 2.19 | 2.25 | 0.17 | 0.84 | ||||||||||||||||||||
Total from investment operations | 0.82 | 2.14 | (1.15 | ) | 2.16 | 2.26 | 0.23 | 0.94 | ||||||||||||||||||||
Less distributions from: | ||||||||||||||||||||||||||||
Net investment income | — | (0.11 | ) | (0.08 | ) | — | (0.09 | ) | (0.03 | ) | (0.05 | ) | ||||||||||||||||
Net realized gains | — | — | (0.24 | ) | (0.81 | ) | (0.68 | ) | — | (1.14 | ) | |||||||||||||||||
Total distributions | — | (0.11 | ) | (0.32 | ) | (0.81 | ) | (0.77 | ) | (0.03 | ) | (1.19 | ) | |||||||||||||||
Paid in capital from redemption fees | — | — | — | — | — | — | 0.00 | (6) | ||||||||||||||||||||
Net asset value, end of year/period | $ | 16.47 | $ | 15.65 | $ | 13.62 | $ | 15.09 | $ | 13.74 | $ | 12.25 | $ | 12.05 | ||||||||||||||
Total return (2) | 5.24 | % (8)(9) | 15.73 | % | (7.66 | )% | 15.92 | % | 18.46 | % (9) | 1.88 | % (8)(9) | 10.10 | % | ||||||||||||||
Net assets, at end of year/period (000s) | $ | 7,818 | $ | 8,146 | $ | 10,375 | $ | 10,739 | $ | 9,616 | $ | 7,200 | $ | 7,186 | ||||||||||||||
Ratio of gross expenses to average net assets (3)(4) | 1.58 | % (7) | 1.58 | % | 1.60 | % | 1.62 | % | 1.67 | % | 1.65 | % (7) | 1.70 | % | ||||||||||||||
Ratio of net expenses to average net assets (4) | 1.49 | % (7) | 1.49 | % | 1.49 | % | 1.49 | % | 1.49 | % | 1.49 | % (7) | 1.49 | % | ||||||||||||||
Ratio of net investment income/(loss) to average net assets (4)(5) | 0.58 | % (7) | 0.58 | % | 0.55 | % | (0.21 | )% | 0.11 | % | 6.24 | % (7) | 0.90 | % | ||||||||||||||
Portfolio turnover rate | 65 | % (8) | 70 | % | 184 | % | 95 | % | 306 | % | 13 | % (8) | 223 | % |
* | For the period December 1, 2019 to December 31, 2019. Effective December 31, 2019, the Fund changed its fiscal year end. See Note 1. |
(1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year/period |
(2) | Total returns shown exclude the effect of applicable redemption fees. Had the Adviser not waived a portion of the Funds expenses, total returns would have been lower. |
(3) | Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser |
(4) | Does not include the expenses of other investment companies in which the Fund invests. |
(5) | Recognition of net investment income/(loss) by the Fund is affected by the timing of declaration of dividends by the underlying investment companies in which the Fund invests. |
(6) | Amount represents less than $0.005 per share. |
(7) | Annualized for periods less than one full year. |
(8) | Not annualized. |
(9) | Includes adjustments in accordance with accounting principles generally accepted in the United States and consequently, the net asset value for financial statement reporting purposes and the returns based upon those net assets may differ from the net asset value and returns for shareholder processing. |
See accompanying notes to consolidated financial statements.
14
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited) |
June 30, 2024 |
1. | ORGANIZATION |
The Dynamic International Opportunity Fund (DIOF) and Dynamic U.S. Opportunity Fund (DUOF), (each a Fund and collectively the Funds), are each a diversified series of shares of beneficial interest of Northern Lights Fund Trust II (the Trust), a statutory trust organized under the laws of the State of Delaware on August 26, 2010, and are registered under the Investment Company Act of 1940, as amended (the 1940 Act), as open-end management investment companies. The Funds commenced operations on December 30, 2011. The Funds are fund of funds in that each Fund will generally invest in other investment companies. The Funds seek long term capital appreciation.
The Funds currently offer Class I shares and Class N shares. Class I and Class N shares are offered at net asset value without an initial sales charge. Class N shares are subject to a 0.25% Rule 12b-1 distribution and shareholder servicing fee. Each class represents an interest in the same assets of the Fund and classes are identical except for differences in any applicable sales charge structures and ongoing service and distribution charges. All classes of shares have equal voting privileges except that each class has exclusive voting rights with respect to its shareholder service and/or distribution plans.
Effective December 31, 2019, the Funds changed their fiscal year-end from November 30 to December 31 for operational efficiencies.
2. | SIGNIFICANT ACCOUNTING POLICIES |
The following is a summary of significant accounting policies followed by the Funds in preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (GAAP). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 Financial Services – Investment Companies.
Security Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the primary exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price (NOCP). In the absence of a sale such securities shall be valued at the mean between the current bid and ask prices on the day of valuation. Investments valued in currencies other than the U.S. dollar are converted to U.S. dollars using exchange rates obtained from pricing services. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost.
15
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
Valuation of Fund of Funds – The Funds may invest in portfolios of open-end or closed-end investment companies. Open-end funds are valued at their respective net asset values as reported by such investment companies. Open-ended funds value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the Boards of the underlying funds. The shares of many closed-end investment companies, after their initial public offering, frequently trade at a price per share, which may be different than the net asset value per share. The difference represents a market premium or market discount of such shares. There can be no assurances that the market discount or market premium on shares of any closed-end investment company purchased by the Funds will not change.
The Funds may hold securities, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These securities are valued using the fair value procedures approved by the Board. The Board has designated the adviser as its valuation designee (the Valuation Designee) to execute these procedures. The Board may also enlist third party consultants such as a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist the Valuation Designee in determining a security-specific fair value. The Board is responsible for reviewing and approving fair value methodologies utilized by the Valuation Designee, approval of which shall be based upon whether the Valuation Designee followed the valuation procedures established by the Board.
Fair Valuation Process – The applicable investments are valued by the Valuation Designee pursuant to valuation procedures established by the Board. For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source); (ii) securities for which, in the judgment of the Valuation Designee, the prices or values available do not represent the fair value of the instrument; factors which may cause the Valuation Designee to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; and (iv) securities with respect to which an event that affects the value thereof has occurred (a significant event) since the closing prices were established on the principal exchange on which they are traded, but prior to a Funds calculation of its net asset value. Specifically, interests in commodity pools or managed futures pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as adjusted for pool expenses. Restricted or illiquid securities, such as private investments or non-traded securities are valued based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances). If a current bid from such independent dealers or other independent parties is unavailable, the Valuation Designee shall determine the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase; (iii) the size and nature of the Funds holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and
16
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.
The Funds utilize various methods to measure fair value of all of their investments on a recurring basis. GAAP establishes the hierarchy that prioritizes inputs to valuation methods. The three levels of input are:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Funds have the ability to access.
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Funds own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
17
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following tables summarize the inputs used as of June 30, 2024 for each Funds assets measured at fair value:
Dynamic International Opportunity Fund | ||||||||||||||||
Assets* | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Exchange-Traded Funds | $ | 87,618,001 | $ | — | $ | — | $ | 87,618,001 | ||||||||
Short-Term Investments | 37,766,030 | — | — | 37,766,030 | ||||||||||||
Total | $ | 125,384,031 | $ | — | $ | — | $ | 125,384,031 | ||||||||
Dynamic U.S. Opportunity Fund | ||||||||||||||||
Assets * | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Exchange-Traded Funds | $ | 127,317,936 | $ | — | $ | — | $ | 127,317,936 | ||||||||
Short-Term Investment | 63,795,573 | — | — | 63,795,573 | ||||||||||||
Total | $ | 191,113,509 | $ | — | $ | — | $ | 191,113,509 |
The Funds did not hold any Level 3 securities during the six months ended June 30, 2024.
* | See each Funds Schedule of Investments for classification. |
Security Transactions and Related Income – Security transactions are accounted for on trade date. Interest income is recognized on an accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities. Dividend income is recorded on the ex-dividend date. Non-cash dividends are included in dividend income on the ex-date at the fair market value of the shares received. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds. The Funds income, expenses (other than class specific distribution fees) and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each class.
Dividends and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid annually. Distributable net realized capital gains, if any, are declared and distributed annually in December. Dividends from net investment income and distributions from net realized gains are determined in accordance with Federal income tax regulations, which may differ from GAAP. These book/tax differences are considered either temporary (i.e., deferred losses) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their Federal tax-basis treatment; temporary differences do not require reclassification. Dividends and distributions to shareholders are recorded on ex-dividend date.
Federal Income Taxes – The Funds intend to continue to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of their taxable income to their shareholders. Therefore, no provision for Federal income tax is required. The Funds recognize the tax benefits of uncertain tax positions only where the position is more likely than not to be sustained assuming examination by tax authorities. Management has analyzed each Funds tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years ended December 31, 2020 to December 31, 2022, or expected to be taken in either Funds December 31, 2023 tax returns.
18
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
The Funds have identified their major tax jurisdictions as U.S. Federal, Ohio and foreign jurisdictions where the Funds make significant investments. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
Exchange Traded Funds – The Funds invest in exchange traded funds (ETFs). ETFs are a type of index fund bought and sold on a securities exchange. An ETF trades like common stock and represents a fixed portfolio of securities designed to track the performance and dividend yield of a particular domestic or foreign market index. The risks of owning an ETF generally reflect the risks of owning the underlying securities they are designed to track, although the lack of liquidity on an ETF could result in it being more volatile. Additionally, ETFs have fees and expenses that reduce their value.
Expenses – Expenses of the Trust that are directly identifiable to a specific fund are charged to that fund. Expenses, which are not readily identifiable to a specific fund, are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative sizes of the funds in the Trust.
Indemnification – The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnities. The Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss due to these warranties and indemnities to be remote.
3. | INVESTMENT TRANSACTIONS |
For the six months ended June 30, 2024, cost of purchases and proceeds from sales of portfolio securities, other than short-term investments, amounted to:
Purchases | Sales | |||||||
DIOF | $ | 34,708,617 | $ | 38,375,672 | ||||
DUOF | 84,666,810 | 76,815,948 |
4. | SECURITIES LENDING |
The Funds have entered into a securities lending arrangement with U.S. Bank National Association (the Borrower). Under the terms of the agreement, the Funds were authorized to loan securities to the Borrower. In exchange, the Funds received cash collateral in the amount of at least 102% of the value of the securities loaned. Securities lending income, net of fees, is disclosed in the DIOFs and DUOFs Statements of Operations. Although risk was mitigated by the collateral, the Funds could have experienced a delay in recovering their securities and possible loss of income or value if the Borrower failed to return such securities on loan.
19
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be recognized by DIOF and DUOF. DIOF and DUOF have the right under the securities lending agreement to recover the securities from the Borrower on demand. If the fair value of the collateral falls below 102% plus accrued interest of the loaned securities, the lenders agent shall request additional collateral from the Borrower to bring the collateralization back to 102%. Under the terms of the securities lending agreement, the DIOF and DUOF are indemnified for such losses by the security lending agreement. Should the borrower of the securities fail financially, the Funds have the right to repurchase the securities using the collateral in the open market.
The following table represents financial instruments that are subject to enforceable netting arrangements as of June 30, 2024.
Gross Amounts not Offset in the | ||||||||||||||||||||||
Statements of Assets and Liabilities | ||||||||||||||||||||||
Net Amounts of Assets | ||||||||||||||||||||||
Gross Amount of | Gross Amounts offset | Presented in the | ||||||||||||||||||||
Recognized | in the Statements of | Statements of Assets and | Financial | Cash Collateral | ||||||||||||||||||
Assets | Assets and Liabilities | Liabilities | Instruments | Pledged | Net Amount | |||||||||||||||||
$ | 19,579,975 | $ | — | $ | 19,579,975 | $ | 19,579,975 | $ | — | $ | 19,579,975 | |||||||||||
$ | 42,204,693 | $ | — | $ | 42,204,693 | $ | 42,204,693 | $ | — | $ | 42,204,693 |
The following table breaks out the holdings pledged as collateral as of June 30, 2024:
Secured Borrowings | ||||
Securities Lending Transactions | ||||
Overnight and Continuous | ||||
DIOF | ||||
Mount Vernon Liquid Assets Portfolio | $ | 19,579,975 | ||
$ | 19,579,975 | |||
DUOF | ||||
Mount Vernon Liquid Assets Portfolio | $ | 42,204,693 | ||
$ | 42,204,693 |
5. | INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES |
Innealta Capital, LLC (the Adviser) serves as investment adviser to the Funds. Pursuant to an Advisory Agreement with the Funds, the Adviser, under the oversight of the Board, directs the daily operations of the Funds and supervises the performance of administrative and professional services provided by others. As compensation for its services and the related expenses borne by the Adviser, each Fund pays the Adviser a management fee, computed and accrued daily and paid monthly, at an annual rate of 1.00% of such Funds average daily net assets.
20
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
For the six months ended June 30, 2024, the Adviser earned the following:
DIOF | DUOF | |||||
$ | 530,798 | $ | 614,236 |
Pursuant to a written contract (the Waiver Agreement), the Adviser has agreed, at least until April 30, 2025, to waive a portion of its advisory fee and has agreed to reimburse DIOF and DUOF for other expenses to the extent necessary so that the total expenses incurred by such Fund (excluding any front-end or contingent deferred sales loads, brokerage fees and commissions, acquired fund fees and expenses, borrowing costs (such as interest and dividend expense on securities sold short), taxes and extraordinary expenses such as litigation) do not exceed the following:
Class I | Class N | |
DIOF | 1.24% | 1.49% |
DUOF | 1.24% | 1.49% |
If the Adviser waives any fee or reimburses any expenses pursuant to the Waiver Agreement for a Fund, and such Funds operating expenses are subsequently lower than its respective expense limitation, the Adviser shall be entitled to reimbursement by the Fund subject to the limitation that: (1) the reimbursement for fees and expenses will be made only if payable within three years from the date the fees and expenses were initially waived or reimbursed; and (2) the reimbursement may not be made if it would cause the expense limitation in effect at the time of the waiver or currently in effect, whichever is lower, to be exceeded. If such Funds operating expenses subsequently exceed the expense limitation, the reimbursements for such Fund shall be suspended. Expenses may only be reimbursed to the extent they were waived or paid after the date of the Waiver Agreement (or any similar agreement). The Board may terminate this expense reimbursement arrangement at any time.
For the six months ended June 30, 2024, the Adviser waived the following expenses:
DIOF | DUOF | |||||
$ | 36,776 | $ | 57,158 |
The following amounts are subject to recapture by the Funds by the following dates:
12/31/2024 | 12/31/2025 | 12/31/2026 | ||||
DIOF | $ | 118,488 | $ | 120,203 | $ | 102,045 |
DUOF | $ | 122,993 | $ | 126,906 | $ | 117,206 |
As of December 31, 2023, $130,063 and $114,884 in waived advisory fees expired unrecouped for DIOF and DUOF, respectively.
21
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
Distributor – The distributor for the Funds is Northern Lights Distributors, LLC (the Distributor). The Board has adopted the Trusts Master Distribution and Shareholder Servicing Plans for Class N shares (the Plan) pursuant to Rule 12b-1 under the 1940 Act to pay for ongoing distribution-related activities or shareholder services. Under the Plan, each Fund is permitted to pay a fee at an annual rate of 0.25% of the average daily net assets of Class N shares. For the six months ended June 30, 2024, pursuant to the Class N Plan, DIOF paid $2,802 in 12b-1 fees and DUOF paid $9,857 in 12b-1 fees.
The Distributor acts as the Funds principal underwriter in a continuous public offering of the Funds shares.
In addition, certain affiliates of the Distributor provide services to the Funds as follows:
Ultimus Fund Solutions, LLC (UFS) – an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to separate servicing agreements with UFS, the Funds pay UFS customary fees for providing administration, fund accounting, and transfer agency services to the Funds. Certain officers of the Trust are also officers of UFS and are not paid any fees directly by the Funds for serving in such capacities.
Northern Lights Compliance Services, LLC (NLCS) – an affiliate of UFS and the Distributor, provides a Chief Compliance Officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust. Under the terms of such agreement, NLCS receives customary fees from the Funds.
Blu Giant, LLC (Blu Giant) – an affiliate of UFS and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Funds on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from the Funds.
6. | INVESTMENT IN AFFILIATED COMPANIES |
An affiliated company is a company in which a Fund has ownership of at least 5% of the voting securities. Transactions for DIOF during the six months ended June 30, 2024 with affiliated companies are as follows:
Change in | ||||||||||||||||||||||||||||||||||
Unrealized | ||||||||||||||||||||||||||||||||||
Value-Beginning of | Net Realized | Appreciation/ | Shares-End of | Dividends Credited to | ||||||||||||||||||||||||||||||
CUSIP | Description | Year/Period | Purchases | Sales Proceeds | Gain | (Depreciation) | Value-End of Year | Year/Period | Income | |||||||||||||||||||||||||
35473P843 | Franklin FTSE Australia ETF* | $ | 1,570,302 | $ | — | $ | — | $ | — | $ | 20,612 | $ | 1,590,914 | 55,200 | $ | 18,990 | ||||||||||||||||||
35473P785 | Franklin FTSE Germany ETF | 2,795,818 | — | — | — | 101,934 | 2,897,752 | 120,789 | 72,343 | |||||||||||||||||||||||||
35473P777 | Franklin FTSE Hong Kong ETF** | 1,171,552 | — | 1,059,176 | (647,265 | ) | 534,889 | — | — | — | ||||||||||||||||||||||||
35473P728 | Franklin FTSE Russia ETF | 698 | — | — | — | — | 698 | 69,765 | — | |||||||||||||||||||||||||
35473P694 | Franklin FTSE Switzerland ETF | 5,320,463 | — | 2,174,994 | 213,199 | (152,929 | ) | 3,205,739 | 96,410 | 61,576 | ||||||||||||||||||||||||
Total | $ | 10,858,833 | $ | 504,506 | $ | 7,695,103 | $ | 152,909 |
* | This security was not an affiliated company as of June 30, 2024. |
** | This security was not held as of June 30, 2024. |
22
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
7. | AGGREGATE UNREALIZED APPRECIATION AND DEPRECIATION – TAX BASIS |
The identified cost of investments in securities owned by each Fund for federal income tax purposes, and its respective gross unrealized appreciation and depreciation at December 31, 2023, were as follows:
Gross | Gross | Net Unrealized | ||||||||||||||
Tax | Unrealized | Unrealized | Appreciation/ | |||||||||||||
Cost | Appreciation | Depreciation | (Depreciation) | |||||||||||||
DIOF | $ | 122,337,548 | $ | 7,609,196 | $ | (4,562,713 | ) | $ | 3,046,483 | |||||||
DUOF | 170,236,809 | 21,187,997 | (311,297 | ) | 20,876,700 |
8. | DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL |
The tax character of fund distributions paid for the year ended December 31, 2023 and December 31, 2022, and were as follows:
For the year ended December 31, 2023: | ||||||||||||
Ordinary | Long-Term | |||||||||||
Portfolio | Income | Capital Gains | Total | |||||||||
DIOF | $ | 2,405,180 | $ | — | $ | 2,405,180 | ||||||
DUOF | 1,089,208 | — | 1,089,208 | |||||||||
For the year ended December 31, 2022: | ||||||||||||
Ordinary | Long-Term | |||||||||||
Portfolio | Income | Capital Gains | Total | |||||||||
DIOF | $ | 1,202,313 | $ | — | $ | 1,202,313 | ||||||
DUOF | 1,609,983 | 1,539,073 | 3,149,056 |
As of December 31, 2023, the components of accumulated earnings on a tax basis were as follows:
Undistributed | Undistributed | Undistributed | Post October Loss | Capital Loss | Other | Unrealized | Total | |||||||||||||||||||||||||
Ordinary | Ordinary | Long-Term | and | Carry | Book/Tax | Appreciation/ | Accumulated | |||||||||||||||||||||||||
Portfolio | Tax-Exempt Income | Income | Capital Gains | Late Year Loss | Forwards | Differences | (Depreciation) | Earnings/(Deficit) | ||||||||||||||||||||||||
DIOF | $ | — | $ | 5,936 | $ | — | $ | — | $ | (1,504,225 | ) | $ | — | $ | 2,397,743 | $ | 899,454 | |||||||||||||||
DUOF | — | 114,537 | — | — | — | — | 23,630,075 | 23,744,612 |
The difference between book basis and tax basis undistributed net investment income, accumulated net realized gain, and unrealized appreciation from investments is primarily attributable to the tax deferral of losses on wash sales.
23
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
At December 31, 2023, DIOF had capital loss carry forwards for federal income tax purposes available to offset future capital gains, along with capital loss carry forwards utilized as follows:
Non-Expiring | ||||||||||||||||
Portfolio | Short-Term | Long-Term | Total | CLCF | ||||||||||||
DIOF | $ | 1,504,225 | $ | — | $ | 1,504,225 | $ | 864,178 |
9. | FOREIGN TAX CREDIT (Unaudited) |
DIOF intends to elect to pass through to shareholders the income tax credit for taxes paid to foreign countries. Foreign source income and foreign tax expense per outstanding share as of fiscal year ended December 31, 2023 and December 31, 2022, were as follows:
For fiscal year ended | ||||||||
December 31, 2023 | Foreign Taxes Paid | Foreign Source Income | ||||||
DIOF | $ | 0.0266 | $ | 0.2802 | ||||
For fiscal year ended | ||||||||
December 31, 2022 | Foreign Taxes Paid | Foreign Source Income | ||||||
DIOF | $ | 0.0140 | $ | 0.1466 |
10. | CONTROL OWNERSHIP |
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a Fund creates presumption of control of the Fund, under Section 2(a)(9) of the 1940 Act. As of June 30, 2024, beneficial ownership in excess of 25% for the Funds is as follows:
% of Outstanding | ||
Beneficial Owner | Shares | |
DIOF | 62.7% | |
NFS | ||
LPL Financial | 25.6% | |
DUOF | ||
LPL Financial | 33.7% |
24
The Dynamic Funds |
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued) |
June 30, 2024 |
11. | SUBSEQUENT EVENTS |
Subsequent events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.
25
The Dynamic Funds |
SUPPLEMENTAL INFORMATION (Unaudited) |
June 30, 2024 |
FACTORS CONSIDERED BY THE TRUSTEES IN THE APPROVAL OF THE RENEWAL OF THE INVESTMENT ADVISORY AGREEMENT
At a Regular meeting (the Meeting ) of the Board of Trustees (the Board ) of Northern Lights Fund Trust II (the Trust ) held on October 25, 2023, the Board, including the disinterested Trustees (the Independent Trustees ), considered the renewal of the Investment Advisory Agreement between the Trust, on behalf of the Dynamic International Opportunity Fund ( Dynamic International ) and the Dynamic U.S. Opportunity Fund ( Dynamic U.S. and together with Dynamic International, the Dynamic Funds ) and Innealta Capital, LLC ( Innealta ) (the Innealta Advisory Agreement ).
Based on their evaluation of the information provided by Innealta in conjunction with each Dynamic Fund s other service providers, the Board, by a unanimous vote (including a separate vote of the Independent Trustees), approved the renewal of the Innealta Advisory Agreement with respect to each Dynamic Fund.
In advance of the Meeting, the Board requested and received materials to assist them in considering the renewal of the Innealta Advisory Agreement. The materials provided contained information with respect to the factors enumerated below, including the Innealta Advisory Agreement, a memorandum prepared by the Trust s outside legal counsel discussing in detail the Trustees fiduciary obligations and the factors they should assess in considering the continuation of the Innealta Advisory Agreement and comparative information relating to the advisory fee and other expenses of each of the Dynamic Funds. The materials also included due diligence materials relating to Innealta (including due diligence questionnaires completed by Innealta, select financial information of Innealta, bibliographic information regarding Innealta s key management and investment advisory personnel, and comparative fee information relating to each of the Dynamic Funds) and other pertinent information. At the Meeting, the Independent Trustees were advised by counsel that is experienced in Investment Company Act of 1940 matters and that is independent of fund management and met with such counsel separately from fund management.
The Board reviewed and discussed the written materials that were provided in advance of the Meeting and deliberated on the renewal of the Innealta Advisory Agreement with respect to each of the Dynamic Funds. The Board relied upon the advice of independent legal counsel and their own business judgment in determining the material factors to be considered in evaluating the Innealta Advisory Agreement and the weight to be given to each such factor. The conclusions reached by the Board were based on a comprehensive evaluation of all of the information provided and were not the result of any one factor. Moreover, each Trustee may have afforded different weight to the various factors in reaching his conclusions with respect to the Innealta Advisory Agreement. In considering the approval of the renewal of the Innealta Advisory Agreement, the Board reviewed and analyzed various factors that they determined were relevant, including the factors enumerated below.
26
The Dynamic Funds |
SUPPLEMENTAL INFORMATION (Unaudited)(Continued) |
June 30, 2024 |
Nature, Extent and Quality of Services. The Board reviewed materials provided by Innealta related to the proposed renewal of the Innealta Advisory Agreement, including Innealta s Form ADV and related schedules, a description of the manner in which investment decisions are made and executed, a review of the personnel performing services for each of Dynamic U.S. and Dynamic International, including the team of individuals that primarily monitor and execute the investment process. The Board discussed Innealta s research capabilities, the quality of Innealta s compliance infrastructure and the experience of its management personnel. Additionally, the Board received satisfactory responses from the representative of Innealta with respect to a series of important questions, including: whether Innealta was involved in any lawsuits or pending regulatory actions; whether the management of other accounts would conflict with its management of Dynamic U.S. and Dynamic International; whether there were procedures in place to adequately allocate trades among Innealta s respective clients; and whether Innealta s CCO would routinely review the portfolio managers performance of their duties to ensure compliance under Innealta s compliance program. The Board also reviewed the information provided on the practices for monitoring compliance with each of Dynamic U.S. and Dynamic International s investment limitations. The Board also discussed details of Innealta s compliance program with the CCO of the Trust. The Board noted that the CCO of the Trust continued to represent that Innealta s policies and procedures were reasonably designed to prevent violations of applicable federal securities laws. The Board also noted Innealta s representation that the prospectus and statement of additional information for Dynamic U.S. and Dynamic International accurately describe such Fund s investment strategies. The Board then reviewed the capitalization of Innealta based on financial information provided, and representations made by Innealta and its representatives, and concluded that Innealta was sufficiently well-capitalized, or Innealta s owners had the ability to make additional contributions, in order to meet its obligations to each of Dynamic U.S. and Dynamic International. The Board concluded that Innealta had sufficient quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Innealta Advisory Agreement and that the nature, overall quality and extent of the management services to be provided by Innealta to each of Dynamic U.S. and Dynamic International were satisfactory.
Performance. The Board then discussed the reports prepared by Broadridge and reviewed the performance of Dynamic U.S. and Dynamic International as compared to its respective peer group, Morningstar category and benchmark for the one-year, three-year, five-year and since inception periods ended September 30, 2023. The Board noted that Dynamic International outperformed the peer group median, but underperformed the Morningstar category median and its benchmark (the MSCI ACWI ex USA Index (USD)) for the one-year period, underperformed the peer group median, Morningstar category median and benchmark for the three-year and since inception periods, but outperformed the peer group median, Morningstar category median and benchmark for the five-year period. The Board noted Dynamic International s tactical approach and lower risk profile and improved performance over the last year. Regarding Dynamic U.S., the Board noted that Dynamic U.S. outperformed its peer group median and Morningstar category median (the Tactical Allocation category) but underperformed its benchmark (the S&P 500 Total Return Index) for the one-year, three-year, five-year and since inception periods. The Board noted the portfolio managers ability to manage risk and the robust investment team. After further discussion, the
27
The Dynamic Funds |
SUPPLEMENTAL INFORMATION (Unaudited)(Continued) |
June 30, 2024 |
Board concluded that the past performance of each of Dynamic U.S. and Dynamic International was acceptable and generally in line with its risk level.
Fees and Expenses. As to the costs of the services to be provided by Innealta, the Board reviewed and discussed each of Dynamic U.S. and Dynamic International s advisory fee and total operating expenses as compared to its respective peer group and Morningstar category as presented in the Broadridge Report. The Board reviewed the contractual arrangements, noting that Innealta charges an advisory fee at an annual rate of 1.00% of the average daily net assets of each of Dynamic U.S. and Dynamic International under the Innealta Advisory Agreement. The Board noted that the advisory fee for Dynamic International was at the top of its peer group and Morningstar category while the advisory fee for Dynamic U.S. was slightly above the Morningstar category median and equal to the peer group median. The Board also reviewed the net expenses for each of Dynamic U.S. and Dynamic International as compared to its peer group and Morningstar category noting that Fund assets were well below the Morningstar category average and many funds in its peer group which likely contributed to higher net expenses for Dynamic International. The Board noted that Dynamic International was likely not benefiting from economies of scale like some of its peers. The Board then reviewed the Operating Expenses Limitation Agreement noting that Innealta had agreed to waive or limit its advisory fee and/or reimburse expenses at least until April 30, 2025, in order to limit net annual operating expenses, exclusive of certain fees, so as not to exceed 1.49% and 1.24% of Dynamic U.S. and Dynamic International s average net assets for Class N and Class I Shares, respectively, and found such arrangements to be beneficial to shareholders. The Board concluded that, based on Innealta s experience, expertise and services provided to each of Dynamic U.S. and Dynamic International, the advisory fee charged by Innealta for each of Dynamic U.S. and Dynamic International was not unreasonable and, while the advisory fee for Dynamic International was the highest in its peer group and Morningstar category, it was similar to another fund in the upper range in its peer group and Morningstar category.
Profitability. The Board also considered the level of profits that could be expected to accrue to Innealta with respect to each of Dynamic U.S. and Dynamic International based on profitability reports and analyses prepared by Innealta and reviewed by the Board and the selected financial information of Innealta provided by Innealta. After review and discussion, the Board concluded that the anticipated profit from Innealta s relationship with each of Dynamic U.S. and Dynamic International was not excessive.
Economies of Scale. As to the extent to which each of Dynamic U.S. and Dynamic International would realize economies of scale as it grew, and whether the fee levels reflect these economies of scale for the benefit of investors, the Board discussed the current size of each of Dynamic U.S. and Dynamic International, and Innealta s expectations for growth, and concluded that any material economies of scale would likely not be achieved in the near term.
Conclusion. The Board relied upon the advice of counsel, and their own business judgment in determining the material factors to be considered in evaluating the Innealta Advisory Agreement and the weight to be given to each such factor. Accordingly, having requested and received such information from Innealta as the Board believed to be reasonably necessary to evaluate the terms of the Innealta Advisory Agreement, and as assisted by the advice of independent counsel, the
28
The Dynamic Funds |
SUPPLEMENTAL INFORMATION (Unaudited)(Continued) |
June 30, 2024 |
Board, including a majority of the Independent Trustees voting separately, determined that with respect to each of the Dynamic Funds separately, (a) the terms of the Innealta Advisory Agreement are not unreasonable; (b) the investment advisory fee is not unreasonable; and (c) the Innealta Advisory Agreement is in the best interests of each of the Dynamic Funds and its shareholders. In considering the renewal of the Innealta Advisory Agreement, the Board did not identify any one factor as all important, but rather considered these factors collectively and determined that the renewal of the Innealta Advisory Agreement was in the best interest of each of the Dynamic Funds and its shareholders. Moreover, the Board noted that each Trustee may have afforded different weight to the various factors in reaching his conclusions with respect to the Innealta Advisory Agreement.
29
PROXY VOTING POLICY
Information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve month period ended June 30 as well as a description of the policies and procedures that the Funds use to determine how to vote proxies is available without charge, upon request, by calling 1-855-USE-ETFS or by referring to the Securities and Exchange Commission s ( SEC ) website at http://www.sec.gov.
PORTFOLIO HOLDINGS
Funds file a complete schedule of portfolio holdings with the Securities and Exchange Commission (the SEC ) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT, within sixty days after the end of the period. Form N-PORT reports are available at the SEC s website at www.sec.gov.
INVESTMENT ADVISER |
Innealta Capital, LLC |
12117 FM 2244, Building 3, Suite 170 |
Austin, Texas 78738 |
ADMINISTRATOR |
Ultimus Fund Solutions, LLC |
225 Pictoria Drive, Suite 450 |
Cincinnati, OH 45246 |
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies. Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not applicable
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
Included under Item 7
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
Not applicable
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable
Item 15. Submission of Matters to a Vote of Security Holders.
None
Item 16. Controls and Procedures
(a) The registrants Principal Executive Officer and Principal Financial Officer have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of this report on Form N-CSR.
(b) There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrants internal control over financial reporting.
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable
Item 18. Recovery of Erroneously Awarded Compensation.
(a) Not applicable
(b) Not applicable
Item 19. Exhibits.
(a)(1) Not applicable
(a)(2) Not applicable
(a)(3) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto.
(a)(4) Not applicable
(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Northern Lights Fund Trust II |
By (Signature and Title)
/s/ Kevin E. Wolf |
Kevin E. Wolf, Principal Executive Officer/President |
Date | 9/5/24 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)
/s/ Kevin E. Wolf |
Kevin E. Wolf, Principal Executive Officer/President |
Date | 9/5/24 |
By (Signature and Title)
/s/ Erik Naviloff |
Erik Naviloff, Principal Financial Officer/ Treasurer |
Date | 9/5/24 |