2025-05-07191568_AdaptivSelectETF_TF_TSRSemiAnnual
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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, Principal Executive Officer

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: October 31, 2025

 

Date of reporting period: April 30, 2025

 

 

 

Item 1. Reports to Stockholders.

 

(a)

 

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Adaptiv Select ETF
image
ADPV (Principal U.S. Listing Exchange: NYSE )
Semi-Annual Shareholder Report | April 30, 2025
This semi-annual shareholder report contains important information about the Adaptiv Select ETF for the period of November 1, 2024, to April 30, 2025. You can find additional information about the Fund at https://www.adpvetf.com/investor-materials. You can also request this information by contacting us at 1-833-753-3825.
WHAT WERE THE FUND COSTS FOR THE LAST SIX MONTHS? (based on a hypothetical $10,000 investment)
Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment*
Adaptiv Select ETF
$51
1.00%
* Annualized
KEY FUND STATISTICS (as of April 30, 2025)
Net Assets
$121,372,827
Number of Holdings
4
Portfolio Turnover
111%
30-Day SEC Yield
3.22%
30-Day SEC Yield Unsubsidized
3.22%
Visit https://www.adpvetf.com/investor-materials for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of April 30, 2025)
Top 10 Issuers
(% of net assets)
United States Treasury Bills
97.6%
First American Treasury Obligations Fund
2.5%
Sector Breakdown
(% of net assets)
United States Treasury Bills
97.6%
Cash & Other
2.4%
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://www.adpvetf.com/investor-materials.
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 Client First Tax & Wealth Advisors documents not be householded, please contact Client First Tax & Wealth Advisors at 1-833-753-3825, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Client First Tax & Wealth Advisors or your financial intermediary.
AdaptivSelect ETF  PAGE 1  TSR-SAR-81752T536

 

(b) Not applicable.

 

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 for Semi-Annual Reports.

 

Item 6. Investments.

 

(a) Schedule of Investments is included within the financial statements filed under Item 7(a) of this Form.
(b) Not applicable.
 

 

Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.

 

(a)


AdaptivTM Select ETF
Ticker Symbol – ADPV
Semi-Annual Financial Statements and Additional Information
April 30, 2025


TABLE OF CONTENTS

AdaptivTM Select ETF
Schedule of Investments
April 30, 2025 (Unaudited)
 
Shares
Value
SHORT-TERM INVESTMENTS - 100.1%
Money Market Funds - 2.5%
First American Treasury Obligations Fund - Class X, 4.24%(a)
3,044,166
$3,044,166
Par
U.S. Treasury Bills - 97.6%
​3.50%, 05/06/2025(b)
$39,504,000
39,480,970
4.13%, 06/12/2025(b)
39,666,000
39,470,364
4.12%, 07/03/2025(b)
39,756,000
39,464,489
118,415,823
TOTAL SHORT-TERM INVESTMENTS - 100.1%
(Cost $121,463,786)
$121,459,989
Liabilities in Excess of Other Assets - (0.1)%
(87,162)
TOTAL NET ASSETS - 100.0%
$121,372,827
Percentages are stated as a percent of net assets.
(a)
The rate shown represents the 7-day annualized effective yield as of April 30, 2025.
(b)
The rate shown is the yield to maturity as of April 30, 2025.
The accompanying notes are an integral part of these financial statements.
1

TABLE OF CONTENTS

AdaptivTM Select ETF
Statement of Assets and Liabilities
April 30, 2025 (Unaudited)
ASSETS:
Investments, at value
$121,459,989
Interest receivable
10,410
Total assets
121,470,399
LIABILITIES:
Payable to Adviser
97,572
Total liabilities
97,572
NET ASSETS
$121,372,827
NET ASSETS CONSISTS OF:
Paid-in capital
$120,202,172
Total distributable earnings
1,170,655
Total net assets
$121,372,827
Net assets
$121,372,827
Shares issued and outstanding(a)
3,520,000
Net asset value per share
$34.48
COST:
Investments, at cost
$121,463,786
(a)
Unlimited shares authorized without par value.
The accompanying notes are an integral part of these financial statements.
2

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AdaptivTM Select ETF
Statement of Operations
For the Period Ended April 30, 2025 (Unaudited)
INVESTMENT INCOME:
Dividend income
$477,924
Interest income
617,336
Total investment income
1,095,260
EXPENSES:
Investment advisory fee (See Note 3)
514,739
Total expenses
514,739
NET INVESTMENT INCOME
580,521
REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS):
Net realized gain (loss) from:
Investments
(12,945,363)
Redemptions in-kind transactions
21,067,071
Net realized gain
8,121,708
Net change in unrealized appreciation (depreciation) on:
Investments
(9,762,426)
Net realized and change in unrealized loss
(1,640,718)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
$(1,060,197)
The accompanying notes are an integral part of these financial statements.
3

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AdaptivTM Select ETF
Statements of Changes in Net Assets
 
Period
Ended
April 30, 2025
(Unaudited)
Year Ended
October 31, 2024
OPERATIONS:
Net investment income
$580,521
$493,008
Net realized gain (loss) from:
Investments
(12,945,363)
(2,654,999)
Redemptions in-kind transactions
21,067,071
13,468,221
Net change in unrealized appreciation (depreciation)
(9,762,426)
9,758,233
Net increase (decrease) in net assets resulting from operations
(1,060,197)
21,064,463
DISTRIBUTIONS TO SHAREHOLDERS:
From distributable earnings (See Note 4)
(596,775)
(110,592)
Total distributions to shareholders
(596,775)
(110,592)
CAPITAL TRANSACTIONS:
Proceeds from shares sold
136,284,513
51,443,664
Payments for shares redeemed
(88,506,235)
(43,255,630)
ETF transaction fees (See Note 6)
75
Net increase in net assets from capital transactions(a)
47,778,353
8,188,034
Net increase in net assets
46,121,381
29,141,905
NET ASSETS:
Beginning of the period
75,251,446
46,109,541
End of the period
$ 121,372,827
$75,251,446
(a)
A summary of capital share transactions is as follows:
SHARES TRANSACTIONS
Issued
3,750,000
1,680,000
Redeemed
(2,520,000)
(1,450,000)
Total increase in shares outstanding
1,230,000
230,000
The accompanying notes are an integral part of these financial statements.
4

TABLE OF CONTENTS

AdaptivTM Select ETF
Financial Highlights
For a Fund share outstanding throughout the periods.
 
Period Ended
April 30, 2025
(Unaudited)
Year Ended
October 31,
2024
Period Ended
October 31,
2023(1)
PER SHARE DATA:
Net asset value, beginning of period
$32.86
$22.38
$25.00
INVESTMENT OPERATIONS:
Net investment income(2)
0.20
0.24
0.04
Net realized and unrealized gain (loss) on investments
1.66
10.30
(2.60)
Total from investment operations
1.86
10.54
(2.56)
LESS DISTRIBUTIONS FROM:
Net investment income
(0.24)
(0.06)
(0.06)
CAPITAL SHARE TRANSACTIONS:
ETF transaction fees per share (see Note 6)
0.00(3)
0.00
0.00(3)
Net asset value, end of period
$34.48
$32.86
$22.38
Total return(4)
5.62%
47.14%
−10.24%
SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of period (in thousands)
$121,373
$75,251
$46,110
Ratio of expenses to average net assets(5)
1.00%
1.00%
1.00%
Ratio of net investment income to average net assets(5)
1.13%
0.82%
0.16%
Portfolio turnover rate(4)(6)(7)
111%
196%
499%
(1)
Commencement date of the Fund was November 3, 2022.
(2)
Calculated based on average shares outstanding during the period.
(3)
Amount represents less than $0.005 per share.
(4)
Not annualized for periods less than one year.
(5)
Annualized for periods less than one year.
(6)
Portfolio turnover rate excludes in-kind transactions.
(7)
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.
5

TABLE OF CONTENTS

ADAPTIVTM SELECT ETF
NOTES TO THE FINANCIAL STATEMENTS
as of April 30, 2025 (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 Adaptiv™ Select ETF (the “Fund”) is an actively-managed, exchange-traded fund (“ETF”) that pursues its investment objective of long-term capital appreciation by investing primarily in the equity securities of U.S. listed companies. The Fund will also invest in the securities of other investment companies, including other ETFs and mutual funds, that invest in equity securities.
The Fund commenced operations on November 3, 2022. The Fund’s investment adviser, Client First Investment Management LLC (the “Adviser”), is responsible for providing management oversight, investment advisory services, day-to-day management of the Fund’s assets, as well as compliance, sales, marketing, and operations services to the Fund. 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. Organizational and offering costs that were incurred to establish the Fund to enable them to legally do business were paid for by the Adviser and not subject to repayment.
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 stock, 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 (“OTC”) 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 price 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.
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.
6

TABLE OF CONTENTS

ADAPTIVTM SELECT ETF
NOTES TO THE FINANCIAL STATEMENTS
as of April 30, 2025 (Unaudited)(Continued)
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 year 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 April 30, 2025:
 
Level 1
Level 2
Level 3
Total
Investments:
Money Market Funds
$3,044,166
$
$
$3,044,166
U.S. Treasury Bills
118,415,823
118,415,823
Total Investments
$3,044,166
$118,415,823
$
$121,459,989
For the period ended April 30, 2025, 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.
Cash and Cash Equivalents – The Fund considers highly liquid short-term fixed income investments purchased with an original maturity of less than three months and money market funds 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. Any temporary cash overdrafts by the Fund are reported as a payable to the custodian.
C.
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.
D.
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. Discounts and premiums on securities purchased are amortized over the expected life of the respective securities. Interest income is accounted for on the accrual basis and includes amortization of premiums and accretion of discounts using the effective interest method.
E.
Allocation of Expenses – 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.
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TABLE OF CONTENTS

ADAPTIVTM SELECT ETF
NOTES TO THE FINANCIAL STATEMENTS
as of April 30, 2025 (Unaudited)(Continued)
F.
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.
G.
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 income and expenses during the reporting period. Actual results could differ from those estimates.
H.
Statement of Cash Flows – Pursuant to the Cash Flows Topic of the Codification, the Fund qualifies for an exemption form 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 an Investment Advisory Agreement (“Advisory Agreement”) between the Trust and the Adviser, the Adviser is entitled to receive, on a monthly basis, a unified management fee (accrued daily) based upon the average daily net assets of the Fund at the annual rate of 1.00%.
The Adviser has retained Exchange Traded Concepts, LLC (the “sub-adviser”) to serve as sub-adviser to the Fund. The sub-adviser is responsible for trading portfolio securities for the Fund, including selecting broker-dealers to execute purchase and sale transactions, subject to the supervision of the Adviser and the Board. Fees associated with these services are paid to the sub-adviser by the Adviser.
Under the Advisory Agreement, the Adviser has agreed to pay all expenses of the Fund except for the management fee paid to the Adviser pursuant to the Advisory Agreement, interest charges on any borrowings, dividends and other expenses on securities sold short, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, interest, governmental fees, and taxes of any kind or nature (including, but not limited to, income, excise, transfer and withholding taxes), any fees and expenses related to the provision of securities lending services, acquired fund fees and expenses, accrued deferred tax liability, non-recurring or extraordinary expenses of the Fund and/or the Independent Trustees, legal or other expenses in connection with any arbitration, litigation or pending or threatened arbitration or litigation, including any settlements in connection therewith, and distribution fees and expenses paid by the Trust under any distribution plan adopted pursuant to Rule 12b-1 under the Investment Company Act.
The Advisory Agreement continues in effect for an initial two year period, and from year to year thereafter only if such continuance is specifically approved at least annually by the Board or by vote of a majority of the Fund’s outstanding voting securities and by a majority of the Independent Trustees, who are not parties to the Advisory Agreement or interested persons of any such party, in each case cast in person at a meeting called for the purpose of voting on the Advisory Agreement. The Advisory Agreement is terminable without penalty by the Trust on behalf of a Fund on not more than 60 days’, nor less than 30 days’, written notice to the Adviser when authorized either by a majority vote of the Fund’s shareholders or by a vote of a majority of the Trustees, or by the Adviser on not more than 60 days’ written notice to the Trust, and will automatically terminate in the event of its “assignment” (as defined in the 1940 Act). The Advisory Agreement provides that the Adviser shall not be liable under such agreement for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission in the execution of portfolio transactions for the Fund, except for willful misfeasance, bad faith or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties thereunder.
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or “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 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 Board; monitors the activities of the Fund’s custodian; coordinates the payment of the Fund’s expenses and reviews the Fund’s
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TABLE OF CONTENTS

ADAPTIVTM SELECT ETF
NOTES TO THE FINANCIAL STATEMENTS
as of April 30, 2025 (Unaudited)(Continued)
expense accruals. The officers of the Trust, including the Chief Compliance Officer, are employees of the Administrator. A trustee of the Trust is an officer 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. The Advisor has agreed to pay all expenses of the Fund’s Administrator, transfer agent, fund accountant and custodian in accordance with the Advisory Agreement.
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 April 30, 2025, 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 subject to examination by taxing authorities for the tax periods since the commencement of operations.
As of October 31, 2024, the Fund’s most recently completed fiscal year end, the components of distributable earnings and cost of investments on a tax basis were as follows:
Tax cost of investments*
$65,915,294
Gross unrealized appreciation
$10,209,849
Gross unrealized depreciation
(1,014,760)
Net unrealized appreciation
9,195,089
Undistributed ordinary income
400,840
Other accumulated losses
(6,768,302)
Total distributable earnings
$2,827,627
*
Represents cost for federal income tax purposes and differs from the cost for financial reporting purposes due to wash sales.
As of October 31, 2024, the Fund’s most recently completed fiscal year end, the Fund had $6,723,842 in short-term capital loss carryovers and $44,460 in long-term capital loss carryovers which will be permitted to be carried over for an unlimited period. 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. For the taxable year ended October 31, 2024, the Fund had no deferred qualified late year losses. Qualified late year losses are certain capital and ordinary losses which occur during the portion of the Fund’s taxable year subsequent to October 31 and December 31, respectively.
Distributions to Shareholders – The Fund intends to distribute all net investment income and net realized gains, if any, at least 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.
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TABLE OF CONTENTS

ADAPTIVTM SELECT ETF
NOTES TO THE FINANCIAL STATEMENTS
as of April 30, 2025 (Unaudited)(Continued)
The tax character of distributions paid for the period ending April 30, 2025 and year ended October 31, 2024 were as follows:
 
Ordinary Income
Total
2025
$596,775
$596,775
2024
$110,592
$110,592
5. DISTRIBUTION & SHAREHOLDER SERVICING FEES
The Board has adopted a Distribution and Service Plan pursuant to Rule 12b-1 under the 1940 Act (“the Plan”). In accordance with the Plan, the Fund is authorized to pay an amount up to 0.25% of the Fund’s average daily net assets each year for certain distribution-related activities. As authorized by the Board, no Rule 12b-1 fees are currently paid by the Fund and there are no plans to impose these fees. However, in the event Rule 12b-1 fees are charged in the future, they will be paid out of the Fund’s assets. The Adviser and its affiliates may, out of their own resources, pay amounts to third parties for distribution or marketing services on behalf of the Fund.
6. CAPITAL SHARE TRANSACTIONS
Shares of the Fund are listed and trade on the NYSE Arca, Inc. Market prices for the shares may be different from their NAV. The Fund issues and redeems shares on a continuous basis at NAV generally in blocks of 10,000 shares called “Creation Units.” Creation Units are issued and redeemed principally for cash, but may also be issued and redeemed in kind for securities held by or eligible to be held by the Fund. Once created, shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units, shares are not redeemable securities of the Fund. Creation Units may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem shares directly from the Fund. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
A fixed transaction fee is imposed for the transfer and other transaction costs associated with the purchase or sale of Creation Units. The standard fixed transaction fee for the Fund is $300, payable to the Custodian. The fixed transaction fee may be waived on certain orders if the Fund’s Custodian has determined to waive some or all of the creation order costs associated with the order, or another party, such as the Adviser, has agreed to pay such fee. In addition, a variable fee, payable to the Fund, may be charged on all cash transactions or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction. Variable fees received by the Fund, if any, are displayed in the Capital Shares Transactions section of the Statements of Changes in Net Assets. 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.
7. INVESTMENT TRANSACTIONS
The aggregate purchases and sales (excluding short-term investments), creations in-kind and redemptions in-kind, by the Fund for the period ending April 30, 2025, were as follows:
 
Purchases
Sales
Creation
In-Kind
Redemptions
In-Kind
U.S. Government Securities
$
$
$
$
Other Securities
$75,732,143
$181,154,391
$113,758,192
$81,018,073
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ADAPTIVTM SELECT ETF
NOTES TO THE FINANCIAL STATEMENTS
as of April 30, 2025 (Unaudited)(Continued)
8. NEW ACCOUNTING PRONOUNCEMENT
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, allowing financial statement users to better understand the components of a segment’s profit or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The amendments expand a public entity’s segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker, clarifying when an entity may report one or more additional measures to assess segment performance, requiring enhanced interim disclosures and providing new disclosure requirements for entities with a single reportable segment, among other new disclosure requirements.
Management has evaluated the impact of adopting ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures with respect to the financial statements and disclosures and determined there is no material impact for the Fund. The Fund operates as a single segment entity. The Fund’s income, expenses, assets, and performance are regularly monitored and assessed by the Adviser, who serves as the chief operating decision maker, using the information presented in the financial statements and financial highlights.
9. SUBSEQUENT EVENTS
Management has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued and has determined no additional items require recognition or disclosure.
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ADAPTIVTM SELECT ETF
ADDITIONAL INFORMATION
as of April 30, 2025 (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 1-833-753-3825.
AVAILABILITY OF PROXY VOTING INFORMATION
A description of the Fund’s Proxy Voting Policies and Procedures is available without charge, upon request, by calling 1-833-753-3825. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent period ended April 30, is available (1) without charge, upon request, by calling 1-833-753-3825, or on the SEC’s website at https://www.sec.gov/.
FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS
Information regarding how often shares of the Fund trade on the exchange at a price about (i.e. at a premium) or below (i.e. at a discount) the NAV of the Fund is available, without charge on the Fund’s website at https://www.adpvetf.com/.
ADDITIONAL REQUIRED DISCLOSURE FROM FORM N-CSR
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.
Proxy Disclosure for Open-End Investment Companies.
There were no matters submitted to a vote of shareholders during the period covered by this report.
Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.
All fund expenses, including Trustee compensation, are paid by the Investment Adviser pursuant to the Investment Advisory Agreement. Additional information related to those fees is available in the Fund’s Statement of Additional Information.
Statement Regarding Basis for Approval of Investment Advisory Contract.
Not Applicable.
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INVESTMENT ADVISER
Client First Investment Management LLC
215 North Main Street, Suite 1040
West Bend, WI 53095
SUB-ADVISER:
Exchange Traded Concepts, LLC
10900 Hefner Pointe Drive, Suite 400
Oklahoma City, OK 73120
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
 

 

(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.

All fund expenses, including Trustee compensation, are paid by the Investment Adviser pursuant to the Investment Advisory Agreement. Additional information related to those fees is available in the Fund’s Statement of Additional Information.

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 Principal Executive Officer and Principal Financial Officer 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 for Semi-Annual Reports.

 

(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). 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 to open-end investment companies.

 

(5) Change in the registrant’s independent public accountant. Not applicable to open-end investment companies.

 

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

 

 

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, Principal Executive Officer  

 

  Date  6/30/2025  

 

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, Principal Executive Officer  

 

  Date  6/30/2025  

 

  By (Signature and Title)* /s/ Douglas Schafer  
    Douglas Schafer, Principal Financial Officer  

 

  Date  6/27/2025  

 

* Print the name and title of each signing officer under his or her signature.