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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
811-23084
Series Portfolios Trust
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee,
WI 53202
(Address of principal executive offices) (Zip code)
Ryan L. Roell, President
Series Portfolios Trust
c/o U.S. Bancorp Fund Services,
LLC
777 East Wisconsin Ave, 6th
Fl
Milwaukee,
WI 53202
(Name and address of agent for service)
(414)
516-1709
Registrant’s telephone number,
including area code
Date of fiscal year end: December
31, 2024
Date of reporting period: June 30, 2024
Item 1. Reports to Stockholders.
|
|
|
|
Heitman US Real Estate Securities Fund
|
|
Institutional Class | HTMIX
|
|
Semi-Annual Shareholder Report | June 30, 2024
|
|
This semi-annual shareholder report contains important information about the Heitman US Real Estate Securities Fund for the period of January 1, 2024, to June 30, 2024. You can find additional information about the Fund at https://mutualfunds.heitman.com/. You can also request this information by contacting us at 1-888-799-2944.
This report describes changes to the Fund that occurred during the reporting period.
WHAT WERE THE FUND COSTS FOR THE LAST SIX MONTHS? (based on a hypothetical $10,000 investment)
|
|
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
Institutional Class
|
$38
|
0.77%
|
KEY FUND STATISTICS (as of June 30, 2024)
|
|
Net Assets
|
$5,379,161
|
Number of Holdings
|
38
|
Portfolio Turnover
|
108%
|
30-Day SEC Yield
|
3.25%
|
30-Day SEC Yield Unsubsidized
|
-2.73%
|
Visit https://mutualfunds.heitman.com/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of June 30, 2024)
Sector Breakdown (% of net assets)
|
|
Industry
|
(% of net assets)
|
Retail REITs
|
15.2%
|
Industrial REITs
|
13.4%
|
Health Care REITs
|
12.8%
|
Data Center REITs
|
11.6%
|
Multi-Family Residential REITs
|
11.2%
|
Self-Storage REITs
|
7.7%
|
Other Specialized REITs
|
7.5%
|
Single-Family Residential REITs
|
5.7%
|
Office REITs
|
5.1%
|
Cash & Other Industries
|
9.8%
|
|
|
Top 10 Issuers
|
(% of net assets)
|
Prologis, Inc.
|
9.1%
|
Equinix, Inc.
|
6.8%
|
Welltower, Inc.
|
6.8%
|
Digital Realty Trust, Inc.
|
4.8%
|
Simon Property Group, Inc.
|
4.5%
|
UDR, Inc.
|
4.3%
|
Iron Mountain, Inc.
|
4.2%
|
Extra Space Storage, Inc.
|
4.0%
|
AvalonBay Communities, Inc.
|
3.8%
|
American Homes 4 Rent
|
3.7%
|
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://mutualfunds.heitman.com/
Heitman US Real Estate Securities Fund
|
PAGE 1
|
TSR-SAR-81752T734 |
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Heitman Real Estate Securities LLC documents not be householded, please call toll-free at 1-888-799-2944 to request individual copies of these documents, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt.
Heitman US Real Estate Securities Fund
|
PAGE 2
|
TSR-SAR-81752T734 |
98.51.5
|
|
|
|
Heitman US Real Estate Securities Fund
|
|
Investor Class | HTMNX
|
|
Semi-Annual Shareholder Report | June 30, 2024
|
|
This semi-annual shareholder report contains important information about the Heitman US Real Estate Securities Fund for the period of January 1, 2024, to June 30, 2024. You can find additional information about the Fund at https://mutualfunds.heitman.com/. You can also request this information by contacting us at 1-888-799-2944.
This report describes changes to the Fund that occurred during the reporting period.
WHAT WERE THE FUND COSTS FOR THE LAST SIX MONTHS? (based on a hypothetical $10,000 investment)
|
|
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
Investor Class
|
$50
|
1.02%
|
KEY FUND STATISTICS (as of June 30, 2024)
|
|
Net Assets
|
$5,379,161
|
Number of Holdings
|
38
|
Portfolio Turnover
|
108%
|
30-Day SEC Yield
|
3.00%
|
30-Day SEC Yield Unsubsidized
|
-2.96%
|
Visit https://mutualfunds.heitman.com/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of June 30, 2024)
Sector Breakdown (% of net assets)
|
|
Industry
|
(% of net assets)
|
Retail REITs
|
15.2%
|
Industrial REITs
|
13.4%
|
Health Care REITs
|
12.8%
|
Data Center REITs
|
11.6%
|
Multi-Family Residential REITs
|
11.2%
|
Self-Storage REITs
|
7.7%
|
Other Specialized REITs
|
7.5%
|
Single-Family Residential REITs
|
5.7%
|
Office REITs
|
5.1%
|
Cash & Other Industries
|
9.8%
|
|
|
Top 10 Issuers
|
(% of net assets)
|
Prologis, Inc.
|
9.1%
|
Equinix, Inc.
|
6.8%
|
Welltower, Inc.
|
6.8%
|
Digital Realty Trust, Inc.
|
4.8%
|
Simon Property Group, Inc.
|
4.5%
|
UDR, Inc.
|
4.3%
|
Iron Mountain, Inc.
|
4.2%
|
Extra Space Storage, Inc.
|
4.0%
|
AvalonBay Communities, Inc.
|
3.8%
|
American Homes 4 Rent
|
3.7%
|
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://mutualfunds.heitman.com/
Heitman US Real Estate Securities Fund
|
PAGE 1
|
TSR-SAR-81752T742 |
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Heitman Real Estate Securities LLC documents not be householded, please call toll-free at 1-888-799-2944 to request individual copies of these documents, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt.
Heitman US Real Estate Securities Fund
|
PAGE 2
|
TSR-SAR-81752T742 |
98.51.5
Item 2. Code of Ethics.
Not applicable for semi-annual reports.
Item 3. Audit Committee
Financial Expert.
Not applicable for semi-annual reports.
Item
4. Principal Accountant Fees and Services.
Not applicable for semi-annual reports.
Item
5. Audit Committee of Listed Registrants.
Not applicable.
Item
6. Investments.
(a) |
Schedule of Investments is included as part of the report to shareholders filed
under Item 7(a) of this Form. |
|
|
Item
7. Financial Statements and Financial Highlights for Open-End Investment Companies.
Heitman
US Real Estate Securities Fund
INSTITUTIONAL
CLASS – HTMIX
INVESTOR CLASS
– HTMNX
Core Financial
Statements
June
30, 2024 (Unaudited)
TABLE OF CONTENTS
Heitman
US Real Estate Securities Fund
Schedule
of Investments
as
of June 30, 2024 (Unaudited)
|
|
|
|
|
|
|
REAL
ESTATE INVESTMENT TRUSTS (REITs) - 98.5%
|
Data
Center REITs - 11.6%
|
|
|
|
|
|
|
Digital
Realty Trust, Inc. |
|
|
1,703 |
|
|
$ 258,941
|
Equinix,
Inc. |
|
|
481 |
|
|
363,925
|
|
|
|
|
|
|
622,866
|
Diversified
REITs - 2.5%
|
|
|
|
|
|
|
CTO
Realty Growth, Inc. |
|
|
2,017 |
|
|
35,217
|
Essential
Properties Realty Trust, Inc. |
|
|
3,584 |
|
|
99,313
|
|
|
|
|
|
|
134,530
|
Health
Care REITs - 12.8%
|
|
|
|
|
|
|
Healthpeak
Properties, Inc. |
|
|
7,323 |
|
|
143,531
|
Medical
Properties Trust, Inc. |
|
|
8,185 |
|
|
35,277
|
Ventas,
Inc. |
|
|
2,920 |
|
|
149,679
|
Welltower,
Inc. |
|
|
3,485 |
|
|
363,311
|
|
|
|
|
|
|
691,798
|
Hotel
& Resort REITs - 2.9%
|
|
|
|
|
|
|
Ryman
Hospitality Properties, Inc. |
|
|
1,565 |
|
|
156,281
|
Industrial
REITs - 13.4%
|
|
|
|
|
|
|
EastGroup
Properties, Inc. |
|
|
772 |
|
|
131,317
|
Prologis,
Inc. |
|
|
4,346 |
|
|
488,099
|
STAG
Industrial, Inc. |
|
|
2,841 |
|
|
102,447
|
|
|
|
|
|
|
721,863
|
Multi-Family
Residential REITs - 11.2%
|
AvalonBay
Communities, Inc. |
|
|
982 |
|
|
203,166
|
Camden
Property Trust |
|
|
45 |
|
|
4,910
|
Centerspace |
|
|
817 |
|
|
55,254
|
Essex
Property Trust, Inc. |
|
|
380 |
|
|
103,436
|
UDR,
Inc. |
|
|
5,680 |
|
|
233,732
|
|
|
|
|
|
|
600,498
|
Office
REITs - 5.1%
|
|
|
|
|
|
|
Alexandria
Real Estate Equities, Inc. |
|
|
524 |
|
|
61,292
|
Cousins
Properties, Inc. |
|
|
4,409 |
|
|
102,068
|
SL
Green Realty Corp. |
|
|
1,935 |
|
|
109,598
|
|
|
|
|
|
|
272,958
|
Other
Specialized REITs - 7.5%
|
|
|
|
|
|
|
Iron
Mountain, Inc. |
|
|
2,508 |
|
|
224,767
|
Lamar
Advertising Co. - Class A |
|
|
849 |
|
|
101,481
|
VICI
Properties, Inc. |
|
|
2,643 |
|
|
75,696
|
|
|
|
|
|
|
401,944
|
Retail
REITs - 15.2%
|
|
|
|
|
|
|
Agree
Realty Corp. |
|
|
1,749 |
|
|
108,333
|
Brixmor
Property Group, Inc. |
|
|
3,170 |
|
|
73,195
|
Kimco
Realty Corp. |
|
|
3,053 |
|
|
59,411
|
Kite
Realty Group Trust |
|
|
2,879 |
|
|
64,432
|
NNN
REIT, Inc. |
|
|
1,458 |
|
|
62,111
|
Realty
Income Corp. |
|
|
2,339 |
|
|
123,546
|
Simon
Property Group, Inc. |
|
|
1,612 |
|
|
244,702
|
Urban
Edge Properties |
|
|
4,380 |
|
|
80,899
|
|
|
|
|
|
|
816,629
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Self-Storage
REITs - 7.7%
|
|
|
|
|
|
|
CubeSmart |
|
|
2,118 |
|
|
$95,670
|
Extra
Space Storage, Inc. |
|
|
1,398 |
|
|
217,263
|
Public
Storage |
|
|
357 |
|
|
102,691
|
|
|
|
|
|
|
415,624
|
Single-Family
Residential REITs - 5.7%
|
American
Homes 4 Rent - Class A |
|
|
5,335 |
|
|
198,249
|
Equity
LifeStyle Properties, Inc. |
|
|
1,663 |
|
|
108,311
|
|
|
|
|
|
|
306,560
|
Telecom
Tower REITs - 2.9%
|
|
|
|
|
|
|
American
Tower Corp. |
|
|
810 |
|
|
157,448
|
TOTAL
REAL ESTATE INVESTMENT TRUSTS
(Cost
$5,164,653) |
|
|
|
|
|
5,298,999
|
SHORT-TERM
INVESTMENTS - 1.2%
|
Money
Market Fund - 1.2%
|
|
|
|
|
|
|
First
American Treasury Obligations
Fund
- Class X, 5.21%(a) |
|
|
63,805 |
|
|
63,805
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$63,805) |
|
|
|
|
|
63,805
|
TOTAL
INVESTMENTS - 99.7%
(Cost
$5,228,458) |
|
|
|
|
|
$5,362,804
|
Other
Assets in Excess of
Liabilities
- 0.3% |
|
|
|
|
|
16,357
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$5,379,161 |
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
The
Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI,
Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service
mark of MSCI and S&P and has been licensed for use.
(a)
|
The rate shown
represents the 7-day effective yield as of June 30, 2024. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Heitman
US Real Estate Securities Fund
Statement
of Assets and Liabilities
June 30,
2024 (Unaudited)
|
|
|
|
ASSETS:
|
|
|
|
Investments,
at value |
|
|
$ 5,362,804
|
Receivable
for investments sold |
|
|
43,406
|
Receivable
from Adviser |
|
|
24,057
|
Dividends
and interest receivable |
|
|
15,138
|
Prepaid
expenses and other assets |
|
|
35,020
|
Total
assets |
|
|
5,480,425
|
LIABILITIES:
|
|
|
|
Payable
for investments purchased |
|
|
44,416
|
Payable
for fund administration and accounting fees |
|
|
19,900
|
Payable
for audit fees |
|
|
11,696
|
Payable
for transfer agent fees and expenses |
|
|
10,386
|
Payable
for custody fees |
|
|
4,304 |
Payable
for compliance fees |
|
|
2,804 |
Payable
for distribution fees |
|
|
233
|
Accrued
expenses and other liabilities |
|
|
7,525
|
Total
liabilities |
|
|
101,264
|
NET
ASSETS |
|
|
$5,379,161
|
NET
ASSETS CONSISTS OF:
|
|
|
|
Paid-in
capital |
|
|
$17,760,153
|
Total
accumulated losses |
|
|
(12,380,992)
|
Total
net assets |
|
|
$5,379,161
|
Institutional
Class
|
|
|
|
Net
assets |
|
|
$5,325,223
|
Shares
issued and outstanding(a) |
|
|
552,244
|
Net
asset value, offering, and redemption price per share |
|
|
$9.64
|
Investor
Class
|
|
|
|
Net
assets |
|
|
$53,938
|
Shares
issued and outstanding(a) |
|
|
5,611
|
Net
asset value, offering, and redemption price per share |
|
|
$9.61
|
Cost:
|
|
|
|
Investments,
at cost |
|
|
$5,228,458 |
|
|
|
|
(a)
|
Unlimited shares authorized
without par value. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Heitman
US Real Estate Securities Fund
Statement
of Operations
For
the Period Ended June 30, 2024 (Unaudited)
|
|
|
|
|
|
|
|
INVESTMENT
INCOME:
|
|
|
|
Dividend
income |
|
|
$198,480
|
Interest
income |
|
|
2,607
|
Total
investment income |
|
|
201,087
|
EXPENSES:
|
|
|
|
Fund
administration and accounting fees (See Note 3) |
|
|
69,585
|
Transfer
agent fees (See Note 3) |
|
|
30,869
|
Investment
advisory fee (See Note 3) |
|
|
30,697
|
Audit
fees |
|
|
11,696
|
Federal
and state registration fees |
|
|
10,621
|
Legal
fees |
|
|
9,660
|
Compliance
fees (See Note 3) |
|
|
8,989
|
Custodian
fees (See Note 3) |
|
|
6,009
|
Trustees’
fees (See Note 3) |
|
|
5,958
|
Reports
to shareholders |
|
|
4,248
|
Insurance |
|
|
1,882 |
Sub-transfer
agent fees - Institutional Class |
|
|
536
|
Distribution
fees - Investor Class (See Note 5) |
|
|
65
|
Other
expenses and fees |
|
|
1,593
|
Total
expenses before waiver/reimbursement |
|
|
192,408
|
Expense
waiver/reimbursement by Adviser (See Note 3) |
|
|
(150,875)
|
Net
expenses |
|
|
41,533
|
NET
INVESTMENT INCOME |
|
|
159,554
|
REALIZED
AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
|
|
|
|
Net
realized gain on investments |
|
|
317,001
|
Net
change in unrealized appreciation (depreciation) on investments |
|
|
(1,247,497)
|
Net
realized and unrealized loss on investments |
|
|
(930,496)
|
NET
DECREASE IN NET ASSETS RESULTING FROM OPERATIONS |
|
|
$(770,942) |
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Heitman
US Real Estate Securities Fund
Statements
of Changes in Net Assets
|
|
|
|
|
|
|
OPERATIONS:
|
|
|
|
|
|
|
Net
investment income |
|
|
$159,554 |
|
|
$1,565,843
|
Net
realized gain/(loss) |
|
|
317,001 |
|
|
(7,501,954)
|
Net
change in unrealized appreciation/(depreciation) |
|
|
(1,247,497) |
|
|
8,545,811
|
Net
increase/(decrease) in net assets from operations |
|
|
(770,942) |
|
|
2,609,700
|
DISTRIBUTIONS
TO SHAREHOLDERS FROM:
|
|
|
|
|
|
|
Distributable
earnings - Institutional Class |
|
|
(149,966) |
|
|
(1,564,502)
|
Return
of capital - Institutional Class |
|
|
— |
|
|
(48,768)
|
Distributable
earnings - Investor Class |
|
|
(964) |
|
|
(1,341)
|
Return
of capital - Investor Class |
|
|
— |
|
|
(42)
|
Total
distributions to shareholders |
|
|
(150,930) |
|
|
(1,614,653)
|
CAPITAL
TRANSACTIONS:
|
|
|
|
|
|
|
Subscriptions
- Institutional Class |
|
|
438,809 |
|
|
1,604,120
|
Reinvestments
- Institutional Class |
|
|
137,476 |
|
|
1,382,986
|
Redemptions
- Institutional Class |
|
|
(9,747,168) |
|
|
(94,624,116)
|
Subscriptions
- Investor Class |
|
|
1,555 |
|
|
14
|
Reinvestments
- Investor Class |
|
|
936 |
|
|
1,384
|
Redemptions
- Investor Class |
|
|
(52) |
|
|
(10,078)
|
Net
decrease in net assets from capital transactions |
|
|
(9,168,444) |
|
|
(91,645,690)
|
NET
DECREASE IN NET ASSETS |
|
|
(10,090,316) |
|
|
(90,650,643)
|
NET
ASSETS:
|
|
|
|
|
|
|
Beginning
of the period |
|
|
15,469,477 |
|
|
106,120,120
|
End
of the period |
|
|
$5,379,161 |
|
|
$15,469,477
|
SHARES
TRANSACTIONS
|
|
|
|
|
|
|
Subscriptions
- Institutional Class |
|
|
47,650 |
|
|
165,823
|
Reinvested
- Institutional Class |
|
|
14,418 |
|
|
155,563
|
Redemptions
- Institutional Class |
|
|
(1,065,080) |
|
|
(10,278,760)
|
Subscriptions
- Investor Class |
|
|
162 |
|
|
2
|
Reinvested
- Investor Class |
|
|
98 |
|
|
156
|
Redemptions
- Investor Class |
|
|
(5) |
|
|
(1,025)
|
Total
decrease in shares outstanding |
|
|
(1,002,757) |
|
|
(9,958,241) |
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Heitman
US Real Estate Securities Fund
Financial
Highlights
Institutional
Class
For
a Fund share outstanding throughout the periods.
|
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$9.91 |
|
|
$9.21 |
|
|
$13.02 |
|
|
$10.03 |
|
|
$10.71 |
|
|
$9.21
|
INVESTMENTS
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income(a) |
|
|
0.14 |
|
|
0.22 |
|
|
0.20 |
|
|
0.13 |
|
|
0.16 |
|
|
0.15
|
Net
realized and unrealized gain (loss) on investments |
|
|
(0.23) |
|
|
0.76(b) |
|
|
(3.55) |
|
|
4.11 |
|
|
(0.64) |
|
|
2.08
|
Total
from investment operations |
|
|
(0.09) |
|
|
0.98 |
|
|
(3.35) |
|
|
4.24 |
|
|
(0.48) |
|
|
2.23
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.18) |
|
|
(0.27) |
|
|
(0.19) |
|
|
(0.17) |
|
|
(0.18) |
|
|
(0.19)
|
Net
realized gains |
|
|
— |
|
|
— |
|
|
(0.26) |
|
|
(1.08) |
|
|
(0.02) |
|
|
(0.54)
|
Return
of capital |
|
|
— |
|
|
(0.01) |
|
|
(0.01) |
|
|
— |
|
|
(0.00)(c) |
|
|
—
|
Total
distributions |
|
|
(0.18) |
|
|
(0.28) |
|
|
(0.46) |
|
|
(1.25) |
|
|
(0.20) |
|
|
(0.73)
|
Redemption
fee per share |
|
|
0.00(c) |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
—
|
Net
asset value, end of period |
|
|
$9.64 |
|
|
$9.91 |
|
|
$9.21 |
|
|
$13.02 |
|
|
$10.03 |
|
|
$10.71
|
TOTAL
RETURN(d) |
|
|
−0.83% |
|
|
11.02% |
|
|
−25.90% |
|
|
43.09% |
|
|
−4.28% |
|
|
24.50%
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
assets, end of period (in thousands) |
|
|
$5,325 |
|
|
$15,416 |
|
|
$106,063 |
|
|
$152,009 |
|
|
$108,256 |
|
|
$43,591
|
Ratio
of expenses to average
net
assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before
expense waiver/
reimbursement(e) |
|
|
3.57% |
|
|
1.12% |
|
|
0.88% |
|
|
0.87% |
|
|
1.29% |
|
|
1.45%
|
After
expense waiver/
reimbursement(e) |
|
|
0.77% |
|
|
0.77% |
|
|
0.77% |
|
|
0.77% |
|
|
0.77% |
|
|
0.77%
|
Ratio
of net investment income to average net assets(e) |
|
|
2.96% |
|
|
2.38% |
|
|
1.88% |
|
|
1.07% |
|
|
1.65% |
|
|
1.39%
|
Portfolio
turnover rate(d)(f) |
|
|
108% |
|
|
150% |
|
|
105% |
|
|
122% |
|
|
216% |
|
|
149% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Calculated based on
average shares outstanding during the period. |
(b)
|
Net realized and
unrealized gain per share in this caption is a balancing amount necessary to reconcile changes in net asset value per share for the period,
and may not reconcile with the aggregate loss on the Statement of Operations due to share transactions for the period. |
(c)
|
Amount represents
less than $0.005 per share. |
(d)
|
Not annualized for
periods less than one year. |
(e)
|
Annualized for periods
less than one year. |
(f)
|
The portfolio turnover
disclosed is for the Fund as a whole. The numerator for the portfolio turnover rate includes the lesser of purchases or sales (excluding
short-term investments). The denominator includes the average fair value of long positions throughout the period. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Heitman
US Real Estate Securities Fund
Financial
Highlights
Investor
Class
For
a Fund share outstanding throughout the periods.
|
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$9.88 |
|
|
$9.19 |
|
|
$12.99 |
|
|
$10.01 |
|
|
$10.70 |
|
|
$9.20
|
INVESTMENTS
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income(a) |
|
|
0.13 |
|
|
0.20 |
|
|
0.17 |
|
|
0.10 |
|
|
0.13 |
|
|
0.13
|
Net
realized and unrealized gain (loss) on investments |
|
|
(0.23) |
|
|
0.75(b) |
|
|
(3.54) |
|
|
4.10 |
|
|
(0.64) |
|
|
2.08
|
Total
from investment operations |
|
|
(0.10) |
|
|
0.95 |
|
|
(3.37) |
|
|
4.20 |
|
|
(0.51) |
|
|
2.21
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.17) |
|
|
(0.25) |
|
|
(0.16) |
|
|
(0.14) |
|
|
(0.16) |
|
|
(0.17)
|
Net
realized gains |
|
|
— |
|
|
— |
|
|
(0.26) |
|
|
(1.08) |
|
|
(0.02) |
|
|
(0.54)
|
Return
of capital |
|
|
— |
|
|
(0.01) |
|
|
(0.01) |
|
|
— |
|
|
(0.00)(c) |
|
|
—
|
Total
distributions |
|
|
(0.17) |
|
|
(0.26) |
|
|
(0.43) |
|
|
(1.22) |
|
|
(0.18) |
|
|
(0.71)
|
Net
asset value, end of period |
|
|
$9.61 |
|
|
$9.88 |
|
|
$9.19 |
|
|
$12.99 |
|
|
$10.01 |
|
|
$10.70
|
TOTAL
RETURN(d) |
|
|
−0.94% |
|
|
10.73% |
|
|
−26.03% |
|
|
42.78% |
|
|
−4.51% |
|
|
24.22%
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
assets, end of period (in thousands) |
|
|
$54 |
|
|
$53 |
|
|
$57 |
|
|
$30 |
|
|
$18 |
|
|
$11
|
Ratio
of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before
expense waiver/
reimbursement(e) |
|
|
4.66% |
|
|
1.58% |
|
|
1.13% |
|
|
1.12% |
|
|
1.52% |
|
|
1.70%
|
After
expense waiver/
reimbursement(e) |
|
|
1.02% |
|
|
1.02% |
|
|
1.02% |
|
|
1.02% |
|
|
1.02% |
|
|
1.02%
|
Ratio
of net investment income to average net assets(e) |
|
|
2.71% |
|
|
2.13% |
|
|
1.63% |
|
|
0.82% |
|
|
1.42% |
|
|
1.14%
|
Portfolio
turnover rate(d)(f) |
|
|
108% |
|
|
150% |
|
|
105% |
|
|
122% |
|
|
216% |
|
|
149% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Calculated based on
average shares outstanding during the period. |
(b)
|
Net realized and
unrealized gain per share in this caption is a balancing amount necessary to reconcile changes in net asset value per share for the period,
and may not reconcile with the aggregate loss on the Statement of Operations due to share transactions for the period. |
(c)
|
Amount represents
less than $0.005 per share. |
(d)
|
Not annualized for
periods less than one year. |
(e)
|
Annualized for periods
less than one year. |
(f)
|
The portfolio turnover
disclosed is for the Fund as a whole. The numerator for the portfolio turnover rate includes the lesser of purchases or sales (excluding
short-term investments). The denominator includes the average fair value of long positions throughout the period. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)
1.
ORGANIZATION
Series Portfolios
Trust (the “Trust”) was organized as a Delaware statutory trust under a Declaration of Trust dated July 27, 2015. The
Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment
company. The Heitman US Real Estate Securities Fund (the “Fund”) is a “non-diversified company” as that term is
defined in the 1940 Act. Investment advisory services are provided to the Fund by Heitman Real Estate Securities, LLC (the “Adviser”),
pursuant to the Investment Advisory Agreement (the “Advisory Agreement”). The Adviser’s parent company is Heitman, LLC.
The Adviser may be deemed to be controlled by KE I, LLC, a Delaware limited liability company that is 100% owned by and controlled by
the employees of Heitman, LLC.
The
primary investment objective of the Fund seeks to achieve long-term total return. The Fund commenced operations on January 1, 2018.
The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting
Standards Board (“FASB”) Accounting Standards Codification (the “Codification”) Topic 946, Financial
Services – Investment Companies. The Fund does not hold itself out as related to any other series of the Trust for purposes
of investment and investor services, nor does it share the same investment adviser with any other series of the Trust.
The
Fund offers two share classes, Institutional Class and Investor Class. Neither class of shares have any front-end sales loads or deferred
sales charges; however, both classes have a 1.00% redemption fee on shares held 30 days or less. Investor Class shares are subject
to a distribution fee and a shareholder servicing fee of up to 0.25% and 0.15% of average daily net assets, respectively. Institutional
Class shares are not subject to a distribution fee or shareholder servicing fee.
The
Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges
except with respect to distribution and shareholder servicing fees and voting rights on matters affecting a single share class.
2.
SIGNIFICANT ACCOUNTING POLICIES
The
following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.
These policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”).
A.
|
Investment
Valuation – The following is a summary of the Fund’s pricing procedures. It is intended to be a general discussion
and may not necessarily reflect all the pricing procedures followed by the Fund. Equity securities, including common stocks, preferred
stocks, and real estate investment trusts (“REITs”) that are traded on a national securities exchange, except those listed
on the Nasdaq Global Market®, Nasdaq Global Select Market® and the Nasdaq Capital Market® exchanges (collectively “Nasdaq”),
are valued at the last reported sale price on that exchange on which the security is principally traded. Securities traded on Nasdaq will
be valued at the Nasdaq Official Closing Price (“NOCP”). If, on a particular day, an exchange traded or Nasdaq security does
not trade, then the mean between the most recent quoted bid and asked prices will be used. All equity securities that are not traded on
a listed exchange are valued at the last sale price in the over-the-counter market. If a non-exchange traded equity security does not
trade on a particular day, then the mean between the last quoted closing bid and asked prices will be used. To the extent these securities
are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. |
Fixed
income securities, including short-term debt instruments having a maturity less than 60 days, are valued at the evaluated mean price supplied
by an approved independent third-party pricing service (“Pricing Service”). These securities are categorized in Level 2
of the fair value hierarchy.
Exchange
traded funds are valued at the last reported sale price on the exchange on which the security is principally traded. If, on a particular
day, an exchange traded fund does not trade, then the mean between the most recent quoted bid and asked prices will be used. To the extent
these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value
hierarchy.
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
Investments
in registered open–end investment companies (including money market funds), other than exchange traded funds, are valued at their
reported net asset value (“NAV”) per share. To the extent these securities are valued at their NAV per share, they are categorized
in Level 1 of the fair value hierarchy.
The
Board of Trustees (the “Board”) has adopted a pricing and valuation policy for use by the Fund and its Valuation Designee
(as defined below) in calculating the Fund’s NAV. Pursuant to Rule 2a-5 under the 1940 Act, the Fund has designated the Adviser
as its “Valuation Designee” to perform all of the fair value determinations as well as to perform all of the responsibilities
that may be performed by the Valuation Designee in accordance with Rule 2a-5. The Valuation Designee is authorized to make all necessary
determinations of the fair values of the portfolio securities and other assets for which market quotations are not readily available or
if it is deemed that the prices obtained from brokers and dealers or independent pricing services are unreliable.
The
Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a
hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used
to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded
disclosure of valuation levels for major security types. These inputs are summarized in the three broad levels listed below:
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has 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 on 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 Fund’s
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
inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.
The
following table is a summary of the inputs used to value the Fund’s securities by level within the fair value hierarchy as of June 30,
2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
Real
Estate Investment Trusts (REITs) |
|
|
$5,298,999 |
|
|
$ — |
|
|
$ — |
|
|
$5,298,999
|
Money
Market Funds |
|
|
63,805 |
|
|
— |
|
|
— |
|
|
63,805
|
Total
Investments |
|
|
$5,362,804 |
|
|
$— |
|
|
$— |
|
|
$5,362,804 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As
of June 30, 2024, the Fund did not hold any Level 3 securities, nor were there any transfers into or out of Level 3. Refer to
the Fund’s Schedule of Investments for further information on the classification of investments.
B.
|
REITs –
Investments in the real estate industry involve particular risks. The real estate industry has been subject to substantial fluctuations
and declines on a local, regional and national basis in the past and may continue to be in the future. Real property values and income
from real property may decline due to general and local economic conditions, overbuilding and increased competition, increases in property
taxes and operating expenses, changes in zoning laws, casualty or condemnation losses, regulatory limitations on rents, changes in neighborhoods
and in demographics, increases in market interest rates, or other factors. Factors such as these may adversely affect companies that own
and operate real estate directly, companies that lend to such companies, and companies that service the real estate industry. |
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
Investments
in REITs also involve risks. Equity REITs will be affected by changes in the values of and income from the properties they own, while
Mortgage REITs may be affected by the credit quality of the mortgage loans they hold. In addition, REITs are dependent on specialized
management skills and on their ability to generate cash flow for operating purposes and to make distributions to shareholders or unitholders.
REITs may have limited diversification and are subject to risks associated with obtaining financing for real property. As well as to the
risk of self-liquidation. REITs also can be adversely affected by their failure to qualify for preferential tax treatment of their income
under the Internal Revenue Code of 1986, as amended (the “Code”), or their failure to maintain an exemption from registration
under the 1940 Act. By investing in REITs indirectly through the Fund, a shareholder bears not only a proportionate share of the expenses
of the Fund, but also may indirectly bear similar expenses of some of the REITs in which it invests.
Real
property investments are also subject to risks which are specific to the investment sector or type of property in which the real estate
companies are investing.
• |
Retail Properties.
Retail properties are affected by the overall health of the applicable economy and may be adversely affected by the growth of alternative
forms of retailing, bankruptcy, departure or cessation of operations of a tenant, a shift in consumer demand due to demographic changes,
spending patterns and lease terminations. |
• |
Office Properties.
Office properties are affected by the overall health of the economy and other factors such as a downturn in the businesses operated
by their tenants, obsolescence and non-competitiveness. |
• |
Hotel Properties.
The risks of hotel properties include, among other things, the necessity of a high level of continuing capital expenditures, competition,
increases in operating costs which may not be offset by increases in revenues, dependence on business and commercial travelers and tourism,
increases in fuel costs and other expenses of travel and adverse effects of general and local economic conditions. |
• |
Healthcare
Properties. Healthcare properties and healthcare providers are affected by several significant factors, including Federal, state
and local laws governing licenses, certification, adequacy of care, pharmaceutical distribution, medical rates, equipment, personnel and
other factors regarding operations; continued availability of revenue from government reimbursement programs (primarily Medicaid and Medicare);
and competition on a local and regional basis. |
• |
Multifamily
Properties. The value and successful operation of a multifamily property may be affected by a number of factors such as the location
of the property, the ability of the management team, the level of mortgage rates, presence of competing properties, adverse economic conditions
in the locale, oversupply and rent control laws or other laws affecting such properties. |
• |
Insurance
Issues. Certain real estate companies may carry comprehensive liability, fire, flood, earthquake extended coverage and rental loss
insurance with various policy specifications, limits and deductibles. |
• |
Credit Risk.
Real estate investment trusts may be highly leveraged, and financial covenants may affect the ability of REITs to operate effectively.
|
• |
Environmental
Issues. In connection with the ownership (direct or indirect), operation, management and development of real properties that may
contain hazardous or toxic substances, a portfolio company may be considered an owner, operator or responsible party of such properties
and, therefore, may be potentially liable for removal or remediation costs, as well as certain other costs, including governmental fines
and liabilities for injuries to persons and property. |
• |
Smaller Companies.
Even the larger REITs in the industry tend to be small- to medium-sized companies in relation to the equity markets as a whole.
REIT shares, therefore, can be more volatile than, and perform differently from, larger company stocks. |
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
• |
REIT Tax Issues.
REITs are subject to a highly technical and complex set of provisions in the Code. It is possible that the Fund may invest in a
real estate company which purports to be a REIT and that the company could fail to qualify as a REIT. In the event of any such unexpected
failure to qualify as a REIT, the company would be subject to corporate level taxation, significantly reducing the return to the Fund
on its investment in such a company. |
C.
|
Foreign Securities
and Currency Translation – Investment securities and other assets and liabilities denominated in foreign currencies are translated
into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated
in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not isolate
the portion of the results of operations from changes in foreign exchange rates on investments from the fluctuations arising from changes
in market prices of securities held. Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency
gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of
dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually
received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other
than investments in securities at fiscal period-end, resulting from changes in exchange rates. |
Investments
in foreign securities entail certain risks. There may be a possibility of nationalization or expropriation of assets, confiscatory taxation,
political or financial instability, and diplomatic developments that could affect the value of the Fund’s investments in certain
foreign countries. Since foreign securities normally are denominated and traded in foreign currencies, the value of the Fund’s assets
may be affected favorably or unfavorably by currency exchange rates, currency exchange control regulations, foreign withholding taxes,
and restrictions or prohibitions on the repatriation of foreign currencies. There may be less information publicly available about a foreign
issuer than about a U.S. issuer, and foreign issuers are not generally subject to accounting, auditing, and financial reporting standards
and practices comparable to those in the United States. The securities of some foreign issuers are less liquid and at times more volatile
than securities of comparable U.S. issuers.
D.
|
Cash and Cash
Equivalents – The Fund considers highly liquid short-term fixed income investments purchased with an original maturity of
less than three months to be cash equivalents. Cash equivalents are included in short-term investments on the Schedule of Investments
as well as in investments on the Statement of Assets and Liabilities. Temporary cash overdrafts are reported as a payable to custodian. |
E.
|
Guarantees
and Indemnifications – In the normal course of business, the Fund enters into contracts with service providers that contain
general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims
that may be made against the Fund that have not yet occurred. |
F.
|
Security Transactions,
Income and Expenses – The Fund follows industry practice and records security transactions on the trade date. Realized gains
and losses on sales of securities are calculated on the basis of identified cost. Dividend income is recorded on the ex-dividend date
and interest income and expense is recorded on an accrual basis. Withholding taxes on foreign dividends have been provided for in accordance
with the Fund’s understanding of the applicable country’s tax rules and regulations. Dividends received from the Fund’s
investment in REITs may be characterized as ordinary income, net capital gain, or a return of capital. The proper characterization of
REIT distributions is generally not known until after the end of each calendar year. The Fund must use estimates in reporting the character
of its income and distributions for financial statement purposes. The actual character of distributions to Fund shareholders will be reflected
on the Form 1099 received by shareholders after the end of the calendar year. Due to the nature of REIT investments, a portion of
the distributions received by a Fund shareholder may represent a return of capital. Discounts and premiums on securities purchased are
amortized over the expected life of the respective securities using the effective interest method. |
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
G.
|
Allocation
of Income, Expenses and Gains/Losses – Income, expenses (other than those deemed attributable to a specific share class),
and gains and losses of the Fund are allocated daily to each class of shares based upon the ratio of net assets represented by each class
as a percentage of the net assets of the Fund. Expenses deemed directly attributable to a class of shares are recorded by the specific
class. Most Fund expenses are allocated by class based on relative net assets. Distribution fees are expensed at up to 0.25% of average
daily net assets of Investor Class shares (See Note 5). Shareholder servicing fees are expensed at an annual rate of up to 0.15%
of average daily net assets of Investor Class shares (See Note 5). Sub-transfer agent fees are allocated to the Institutional
Class. Trust Expenses associated with a specific fund in the Trust are charged to that fund. Common Trust expenses are typically allocated
evenly between the funds of the Trust, or by other equitable means. |
H.
|
Share Valuation
– The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash
or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund,
rounded to the nearest cent. The Fund’s shares will not be priced on days which the New York Stock Exchange (“NYSE”)
is closed for trading. |
I.
|
Use of Estimates
– The preparation of financial statements in conformity with GAAP 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. |
J.
|
Statement
of Cash Flows – Pursuant to the Cash Flows Topic of the Codification, the Fund qualifies for an exemption from the requirement
to provide a statement of cash flows and has elected not to provide a statement of cash flows. |
3.
RELATED PARTY TRANSACTIONS
The
Trust has an agreement with the Adviser to furnish investment advisory services to the Fund. Pursuant to the Advisory Agreement, the Adviser
is entitled to receive, on a monthly basis, an annual advisory fee equal to 0.57% of the Fund’s average daily net assets.
The
Adviser has contractually agreed to reduce its management fees and/or absorb expenses of the Fund to ensure that total annual operating
expenses after fee waiver and/or expense reimbursement (excluding distribution fees – Investor Class (See Note 5), shareholder
servicing fees – Investor Class (See Note 5), acquired fund fees and expenses, front-end or contingent deferred loads,
dividends and interest on short positions, taxes, leverage interest, brokerage fees (including commissions, mark-ups and mark-downs, other
transactional expenses, annual account fees for margin accounts), expenses incurred in connection with any merger or reorganization, or
extraordinary expenses such as litigation) do not exceed 0.77% of the Fund’s average daily net asset value. The Adviser may request
recoupment of previously waived fees and reimbursed Fund expenses from the Fund for three years from the date they were waived or reimbursed,
provided that, after payment of the recoupment, the Total Annual Fund Operating Expenses do not exceed the lesser of the Expense Cap:
(i) in effect at the time of the waiver or reimbursement; or (ii) in effect at the time of recoupment. Fees voluntarily waived are not
subject to recoupment and will be absorbed by the Adviser. The Operating Expenses Limitation Agreement is in effect and cannot be terminated
through April 30, 2030. Thereafter, the agreement may be terminated any time upon 60 days written notice and approval by the Board
and the Adviser, with consent of the Board. Waived fees and reimbursed expenses subject to potential recovery by year of expiration are
as follows:
|
|
|
|
July
2024 to December 2024 |
|
|
$66,839
|
January 2025
to December 2025 |
|
|
$143,024
|
January
2026 to December 2026 |
|
|
$228,116
|
January
2027 to June 2027 |
|
|
$150,875 |
|
|
|
|
U.S.
Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or the “Administrator”)
acts as the Fund’s Administrator, transfer agent, and fund accountant. U.S. Bank N.A. (the “Custodian”) serves as the
custodian to the Fund. The Custodian is an affiliate of the Administrator. The Administrator
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
performs
various administrative and accounting services for the Fund. The Administrator prepares various federal and state regulatory filings,
reports and returns for the Fund; prepares reports and materials to be supplied to the Trustees; monitors the activities of the Fund’s
custodian; coordinates the payment of the Fund’s expenses and reviews the Fund’s expense accruals. The officers of the Trust,
including the Chief Compliance Officer, are employees of the Administrator. As compensation for its services, the Administrator is entitled
to a monthly fee at an annual rate based upon the average daily net assets of the Fund, subject to annual minimums. Fees paid by the Fund
for administration and accounting, transfer agency, custody and compliance services for the period ended June 30, 2024, are disclosed
in the Statement of Operations.
Quasar
Distributors, LLC is the Fund’s distributor (the “Distributor”). The Distributor is not affiliated with the Adviser,
Fund Services, or its affiliated companies.
4.
TAX FOOTNOTE
Federal
Income Taxes – The Fund intends to comply with the requirements of Subchapter M of the Internal
Revenue Code of 1986, as amended, necessary to qualify as a regulated investment company and distributes substantially all net taxable
investment income and net realized gains to shareholders in a manner which results in no tax cost to the Fund. Therefore, no federal income
or excise tax provision is required. As of and during the period ended June 30, 2024, the Fund did not have any tax positions that
did not meet the “more-likely-than-not” threshold of being sustained by the applicable tax authority and did not have liabilities
for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits on uncertain
tax positions as income tax expense in the Statement of Operations. The Fund is not subject to examination by U.S. tax authorities for
tax years prior to the fiscal year ended December 31, 2020.
As
of December 31, 2023, the Fund’s most recently completed fiscal year end, the components of accumulated loss for income tax purposes
were as follows:
|
|
|
|
Tax
cost of Investments* |
|
|
$14,770,615
|
Unrealized
appreciation |
|
|
$1,584,318 |
Unrealized
depreciation |
|
|
(893,020)
|
Net
unrealized appreciation |
|
|
691,298
|
Undistributed
ordinary income |
|
|
—
|
Undistributed
long-term capital gain |
|
|
—
|
Other
accumulated loss |
|
|
(12,150,418)
|
Total
accumulated loss |
|
|
$(11,459,120) |
|
|
|
|
*
|
Tax cost of investments differs from book cost
of investments due to wash sales. |
As
of December 31, 2023, the most recently completed fiscal year, the Fund had short-term and long-term capital loss carryovers of $7,404,920
and $4,745,498, respectively, which can be carried forward indefinitely.
A
regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first
day of the next taxable year. Qualified late year losses are certain capital, and ordinary losses which occur during the portion of the
Fund’s taxable period subsequent to October 31. For the taxable period ended December 31, 2023, the Fund did not defer any qualified
late year losses.
Distributions
to Shareholders – The Fund distributes net investment income quarterly, and net realized capital
gains, if any, annually. Distributions to shareholders are recorded on the ex-dividend date. The treatment for financial reporting purposes
of distributions made to shareholders during the year from net investment income or net realized capital gains may differ from their treatment
for federal income tax purposes. These differences are caused primarily by differences in the timing of the recognition of certain components
of income, expense or realized capital gain for federal income tax purposes. Where such differences are permanent in nature, GAAP requires
that they be reclassified in the components of the net assets based on their ultimate characterization for federal income tax purposes.
Any such reclassifications will have no effect on net assets, results of operations or net asset values per share of the Fund.
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
The
tax character of distributions paid for the period ended June 30, 2024 and the year ended December 31, 2023 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
June
30, 2024 |
|
|
$150,930 |
|
|
$ — |
|
|
$— |
|
|
$150,930
|
December
31, 2023 |
|
|
$1,565,843 |
|
|
$— |
|
|
$48,810 |
|
|
$1,614,653 |
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
For federal income tax purposes, distributions
of short-term capital gains are treated as ordinary income distributions. |
5.
DISTRIBUTION & SHAREHOLDER SERVICING FEES
The
Fund has adopted a Distribution Plan pursuant to Rule 12b-1 (the “Plan”) for the Investor Class. The Plan permits the
Fund to pay for distribution and related expenses at an annual rate of 0.25% average daily net assets of the Investor Class. Amounts paid
under the Plan are paid to the Distributor to compensate it for costs of the services it provides to the Investor Class shares of
the Fund and the expenses it bears in the distribution of the Fund’s Investor Class shares, including overhead and telephone
expenses; printing and distribution of prospectuses and reports used in connection with the offering of the Fund’s Investor class
shares to prospective investors; and preparation, printing, payments to intermediaries and distribution of sales literature and advertising
materials.
Under
the Plan, the Board will be furnished quarterly with information detailing the amount of expenses paid under the Plan and the purposes
for which payments were made. The Plan may be terminated at any time by vote of a majority of the Board of the Trust who are not interested
persons. Continuation of the Plan is considered by the Board no less frequently than annually. For the period ended June 30, 2024, the
Investor Class incurred expenses of $65 pursuant to the Plan.
In
addition, pursuant to a Shareholder Servicing Plan (the “Shareholder Servicing Plan”) adopted by the Trust on behalf of the
Fund, the Adviser is authorized to engage financial institutions, securities dealers and other industry professionals (each a “Shareholder
Servicing Agent”) to provide personal shareholder services relating to the servicing and maintenance of shareholder accounts not
otherwise provided to the Fund. Payments made pursuant to the Shareholder Servicing Plan shall not exceed 0.15% of the average daily net
asset value of the Investor Class of the Fund’s shares. For the period ended June 30, 2024, the Investor Class did not
incur any expenses under the plan.
Payments
made under the Shareholder Servicing Plan shall be used to compensate Shareholder Servicing Agents for providing general shareholder liaison
services, including, but not limited to: (i) answering inquiries from shareholders regarding account status and history, the manner in
which purchases and redemptions of the Fund shares may be affected, and other matters pertaining to the Fund; (ii) assisting shareholders
in designating and changing dividend options, account designations and addresses; (iii) arranging for wiring of funds and transmitting
and receiving funds in connection with orders to purchase or redeem fund shares; (iv) verifying and guaranteeing shareholder signatures
in connection with orders to purchase or redeem fund shares; (v) providing such other similar services related to the maintenance of shareholder
accounts; and (vi) providing necessary personnel and facilities to conduct the activities described above.
Distribution
and shareholder servicing fees are not subject to the Operating Expenses Limitation Agreement (See Note 3) to reduce management fees
and/or absorb Fund expenses by the Adviser. Distribution and shareholder servicing fees will increase the expenses beyond the Operating
Expenses Limitation Agreement rate of 0.77% for the Investor Class shares.
6.
INVESTMENT TRANSACTIONS
The
aggregate purchases and sales, excluding short-term investments, by the Fund for the year end June 30, 2024, were as follows:
|
|
|
|
|
|
|
U.S.
Government Securities |
|
|
$— |
|
|
$—
|
Other
Securities |
|
|
11,264,340 |
|
|
20,351,294 |
|
|
|
|
|
|
|
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
NOTES
TO THE FINANCIAL STATEMENTS
as
of June 30, 2024 (Unaudited)(Continued)
7.
BENEFICIAL OWNERSHIP
The
beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control
of the fund, under Section 2(a)(9) of the Investment Company Act of 1940. As of June 30, 2024, SEI Private Trust Company, for the
benefit of their customers, owned 73.14% of the Fund.
TABLE OF CONTENTS
HEITMAN
US REAL ESTATE SECURITIES FUND
ADDITIONAL
INFORMATION (Unaudited)
AVAILABILITY
OF FUND PORTFOLIO INFORMATION
The
Fund files complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Part F of Form
N-PORT, which is available on the SEC’s website at https://www.sec.gov/. The Fund’s Part F of Form N-PORT may be
reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. For information on the Public Reference Room call 1-800-SEC-0330.
In addition, the Fund’s Part F of Form N-PORT is available without charge upon request by calling 1-888-799-2944.
AVAILABILITY
OF PROXY VOTING INFORMATION
A
description of the Fund’s Proxy Voting Policies and Procedures is available without charge, upon request, by calling 1-888-799-2944.
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent period ended June 30, is available
(1) without charge, upon request, by calling 1-888-799-2944, or on the SEC’s website at https://www.sec.gov/.
TABLE OF CONTENTS
Investment
Adviser
Heitman Real
Estate Securities, LLC
110 North Wacker
Drive, Suite 4000
Chicago, IL 60606
Distributor
Quasar Distributors,
LLC
3 Canal Plaza,
Suite 100
Portland, ME
04101
Custodian
U.S. Bank N.A.
1555 North Rivercenter
Drive, Suite 302
Milwaukee, WI
53212
Administrator,
Fund Accountant And Transfer Agent
U.S. Bancorp
Fund Services, LLC
615 East Michigan
Street
Milwaukee, WI
53202
Independent
Registered Public Accounting Firm
Cohen & Company,
Ltd.
342 North Water
Street, Suite 830
Milwaukee, WI
53202
Legal
Counsel
Kirkland &
Ellis, LLP
1301 Pennsylvania
Avenue, N.W.
Washington, D.C.
20004
This report
must be accompanied or preceded by a prospectus.
The
Fund’s Statement of Additional Information contains additional information about the Fund’s trustees and is
available
without charge upon request by calling 1-888-799-2944.
|
(b) |
Financial Highlights are included within the financial statements filed under
Item 7(a) of this Form. |
Item
8. Changes in and Disagreements with Accountants for Open-End Investment Companies.
There were no changes in or disagreements with accountants during the
period covered by this report.
Item
9. Proxy Disclosure for Open-End Investment Companies.
There were no matters submitted to a vote of shareholders during the
period covered by this report.
Item
10. Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.
See Statement of Operations under Item
7(a) of this Form.
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 to open-end investment companies.
Item 13. Portfolio Managers
of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14.
Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. Submission of Matters
to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders
may recommend nominees to the registrant’s Board of Trustees.
Item 16. Controls and Procedures.
|
(a) |
The Registrant’s President and Treasurer have reviewed the Registrant’s
disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”))
as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or
15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls
and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed,
summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider. |
|
(b) |
There were no changes in the Registrant’s internal control over financial
reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected,
or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities
Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously
Awarded Compensation.
(a) Not applicable.
(b) Not applicable.
Item 19. Exhibits.
|
(a) |
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure
required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit.
Not Applicable. |
(2) Any policy required by the listing standards adopted pursuant
to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities
association upon which the registrant’s securities are listed. Not applicable.
(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 Investment
Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.
(4) Any written solicitation to purchase securities under Rule
23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not
Applicable.
|
(5) |
Change in the registrant’s independent public accountant. Provide
the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4, or
related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events
occurring during the reporting period. Not applicable. |
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) |
Series Portfolios Trust |
|
|
By (Signature and Title)* |
/s/ Ryan L. Roell |
|
|
|
Ryan L. Roell, President
|
|
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/ Ryan L. Roell |
|
|
|
Ryan L. Roell, President
|
|
|
By (Signature and Title)* |
/s/ Douglas Schafer |
|
|
|
Douglas Schafer, Treasurer
|
|
* Print the name and title of each signing officer under his or her signature