N-CSRS 1 primary-document.htm
As filed with the Securities and Exchange Commission on August 30, 2023
 
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 811-03023
 
FORUM FUNDS
Three Canal Plaza, Suite 600
Portland
, Maine 04101
 
 
Zachary Tackett, Principal Executive Officer
Three Canal Plaza, Suite 600
Portland
, Maine 04101
207-347-2000
 
 
Date of fiscal year end: December 31
 
Date of reporting period: January 1, 2023 – June 30, 2023
 
 

ITEM 1. REPORT TO STOCKHOLDERS.
 
Lisanti
Small
Cap
Growth
Fund
Semi
Annual
Report
June
30,
2023
(Unaudited)
Lisanti
Small
Cap
Growth
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
1
Dear
Shareholder,
For
the
time
period
January
1,
2023-June
30,
2023,
the
Lisanti
Small
Cap
Growth
Fund
underperformed
its
benchmark,
the
Russell
2000
Growth
Index.
The
Energy,
Financials
and
Consumer
Staples
sectors
were
of
benefit
to
the
portfolio,
while
the
Health
Care,
Information
Technology
and
Industrials
sectors
were
of
detriment
to
the
portfolio.
While
small
caps
have
had
better
performance
during
the
first
half
of
2023,
the
trends
seen
in
the
back
half
of
2022
continued
in
the
first
half
of
2023,
with
lower
valuation,
higher
yielding
stocks
outperforming
their
growthier
brethren—those
with
high
Return
on
Invested
Capital
and
high
quality
characteristics
(source:
Furey
Research
Partners,
Bloomberg,
FactSet).
Unlike
the
first
half
of
the
year,
the
back
half
of
2022
saw
a
bit
more
differentiation
among
companies.
However,
pressures
on
companies
that
missed
earnings
or
underperformed
on
any
metric
continued
to
be
quite
intense,
and
certain
sectors—mainly
those
that
were
higher
growth,
with
concurrent
higher
relative
valuations—continued
to
see
significant
volatility.
We
benefitted
from
our
investment
in
semiconductor
equipment
stocks
that
focus
on
new
semiconductor
materials,
such
as
silicon
carbide
(SiC)
and
idiosyncratic
growth
companies
in
disparate
areas,
such
as
e.l.f.
Beauty
which
grew
earnings
strongly
as
a
result
of
gaining
market
share
in
lower
priced
cosmetics,
and
Tecnoglass,
a
smaller
window
manufacturer
with
a
cost
advantage
over
its
rivals
which
has
enabled
it
to
gain
share.
Our
focus
on
insurers
in
Financials
and
several
smaller
growth
companies
in
the
Consumer
Staples
sector
was
also
of
benefit
to
the
Fund.
Health
Care
remains
the
most
difficult
area
and
was
of
greatest
detriment
to
the
Fund.
The
combination
of
higher
valuation
in
medical
devices
and
the
unevenness
of
the
recovery
in
surgeries
has
created
extreme
volatility
both
in
earnings
and
in
stock
prices;
while
it
appears
at
this
moment
that
the
volume
of
procedures
continues
to
recover,
we
remain
concerned
about
valuation
and
lack
of
positive
earnings
for
most
of
the
sector.
While
we
were
overweight
or
market
weight
the
sector
for
the
first
part
of
the
year,
we
are
currently
underweight
and
intend
to
remain
underweight
due
to
the
concerns
above.
Healthcare
has
been
problematic
for
more
than
a
year,
due
to
higher
valuations
and
lack
of
positive
earnings;
this
makes
it
extremely
difficult
for
growth
investors,
as
healthcare
historically
has
been
a
”defensive”
sector,
holding
up
better
as
the
economy
slows.
However,
given
the
Inflation
Reduction
Act
(the
IRA)
and
the
increasing
cost
pressures
on
hospitals
and
on
drug
prices
from
the
IRA
and
the
Center
for
Medicare
and
Medicaid
Services
(CMS),
we
are
concerned
that
the
sector
may
be
under
pressure
for
the
foreseeable
future.
We
believe
this
makes
biotech/pharma
particularly
problematic,
since
those
companies
tend
to
have
valuations
focused
far
in
the
future.
Since
biotech/pharma
is
a
significant
percentage
of
the
Index
(we
estimate
slightly
over
13%
as
of
the
end
of
June,
2023,
based
on
Bloomberg
analytics),
we
find
it
difficult
to
be
market
weight
Healthcare.
We
continued
to
increase
our
weighting
in
energy,
focused
on
international
drillers,
which
are
benefiting
from
industry
consolidation
and
an
increase
in
global
activity.
The
level
of
underperformance
relative
to
the
benchmark
is
rare
for
us
and
is
typically
only
seen
at
the
end
of
severe
corrections
or
towards
market
bottoms—2008-2009
was
the
last
period
in
which
this
occurred.
Having
said
that,
we
have
examined
every
aspect
of
our
investment
process
and
continue
to
tighten
our
research
focus.
The
majority
of
our
underperformance
in
the
first
half
of
the
year
was
driven
by
stock
selection;
almost
half
of
those
were
healthcare
issuers.
The
remainder
were
sprinkled
among
other
sectors
Lisanti
Small
Cap
Growth
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
2
but
the
common
thread
was
that
any
earnings
miss
or
“guide
down”
in
terms
of
future
outlook
was
punished
severely.
While
this
is
a
relatively
new
phenomenon,
we
believe
this
trend
may
continue
as
long
as
the
economy
remains
choppy
and
interest
rates
remain
at
higher
levels.
Thus,
we
are
extremely
focused
on
identifying
and
avoiding
those
companies
whose
fundamentals
may
be
at
risk,
through
our
research
process.
Our
investment
process
is
forward
looking;
that
is
because
we
believe,
when
one
invests
in
publicly
traded
smaller
growth
companies,
their
ultimate
value
depends
upon
their
future—what
they
will
become—as
much
as
it
does
what
they
are
now,
in
the
present.
It
is
their
ability
to
drive
earnings
growth
and
returns
in
investment
above
the
rate
at
which
the
typical
public
company
can
grow,
that
drives
their
stock
prices
and
their
ultimate
value
on
the
public
markets.
We
believe
that
when
investors
grow
fearful
of
the
future—
particularly
when
that
fear
is
driven
by,
in
part,
concerns
over
an
economic
downturn—investors
discount
future
earnings
estimates,
and
are
unwilling
to
pay
premiums
for
a
future
that
appears
uncertain.
Thus,
the
two
main
fundamental
drivers
of
our
investment
process
don’t
work
as
well,
during
those
periods.
Additionally,
our
investment
discipline
pushes
us
to
identify
companies
whose
stocks,
we
believe,
are
mispriced
relative
to
their
growth
prospects.
Thus,
as
we
move
through
the
latter
stages
of
a
significant
decline,
we
focus
on
identifying
the
companies
that
can
withstand
the
economic
slowdown
and
come
out
of
it
positioned
to
accelerate
their
growth
and
profitability.
Our
investment
process
can
sometimes
cause
us
to
be
a
bit
early
in
identifying
those
companies—again,
because
we
are
looking
forward--
and
investing
in
them,
during
significant
stock
declines—and
this
can
add
to
the
performance
issues
in
the
short
term,
although
we
believe
it
is
of
benefit
in
the
longer
term.
We
believe
there
will
be
wide
disparity
in
individual
companies’
ability
to
manage
through
this
slowdown.
We
are
focused
on
several
elements
that
we
believe
will
create
a
higher
probability
of
successfully
navigating
and
emerging
from
the
slowdown
strongly
positioned
to
grow:
the
ability
to
raise
prices;
the
presence
of
internal
growth
drivers—such
as
new
products,
new
areas
of
business,
or
the
ability
to
increase
the
value
of
the
service
or
product
the
company
offers
to
its
end
customers.
As
always,
with
a
fundamentally
driven
process,
the
key
is
in
the
details
of
how
the
company
grows,
and
how
it
plans
to
grow.
We
are
extremely
focused
on
identifying
those
details
and
putting
them
through
the
filter
of
our
experience,
to
make
a
judgement
about
how
likely
the
company
is
to
successfully
navigate
the
economic
backdrop.
While
great
debate
continues
about
the
prospects
of
an
economic
slowdown/recession,
and
the
timing
of
such,
we
believe
that
while
the
economy
may
avoid
a
recession
there
will
continue
to
be
many
cross
currents.
These
cross
currents
create
both
headwinds
and
tailwinds.
Our
process
seeks
to
identify
these
tailwinds
and
avoid
the
headwinds;
we
call
these
tailwinds
and
headwinds
“themes”.
Leaving
aside
the
cyclical
economic
issues,
we
believe
that
secular
challenges
will
remain,
which
may
cause
growth
to
be
slower,
or
more
volatile,
than
in
the
past.
We
believe
that
we
are
in
the
midst
of
multiple
transitions:
Lisanti
Small
Cap
Growth
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
3
As
a
result
of
all
of
these
transitions
described
above,
we
believe
we
are
in
an
investment
backdrop
that
has
secularly
higher
inflation,
secularly
higher
interest
rates,
and
secularly
slower
growth
than
the
world
before
the
pandemic.
This
is
not
necessarily
a
bad
thing—we
believe
there
will
still
be
opportunities
to
provide
alpha
for
investors—but
it
does
imply
that
investors
must
think
a
bit
differently
about
opportunity
and
risk
in
the
future.
We
believe
it
is
particularly
important
in
this
backdrop
to
identify
the
threads
of
growth
and
the
tailwinds
that
are
driving
the
economy
forward.
We
believe
our
thematic
work
will
be
increasingly
important
in
identifying
pockets
of
growth
and
companies
that
are
benefitting
from
these
tailwinds.
The
portfolio
is
currently
positioned
as
follows:
•
A
generational
transition
with
employment,
as
the
baby
boomers
retire
and
the
millennials
and
the
generations
after
them
become
more
of
a
force
in
the
workplace.
As
we
know,
they
have
different
requirements
from
the
workplace
and
different
values
from
previous
generations
and
that
will
transform
the
way
we
work,
in
some
cases,
permanently.
Those
changes
may
challenge
commercial
real
estate
and
municipal
and
state
tax
bases.
•
A
transition
from
one
source
of
energy
(fossil
fuels)
to
multiple
sources
of
energy,
including
“clean
energy”.
This
could
cause
major
new
infrastructure
to
arise,
as
we
transition
to
electric,
to
hydrogen,
and
potentially
to
smaller
nuclear
reactors
to
replace
the
declining
fossil
fuel
energy
complex.
While
this
creates
increased
costs,
it
also
creates
significant
opportunities.
We
have
seen
some
of
the
potential
of
that
change
as
we
begin
to
move
electric
vehicles
into
the
mainstream;
there
is
more
to
come
as
we
begin
to
transition
our
real
estate
infrastructure
to
cleaner
forms
of
energy
over
the
next
decade.
•
A
restructuring
of
supply
chains,
to
reflect
the
increased
uncertainty
in
the
world,
and
the
cost
of
being
halfway
around
the
world
from
end
markets.
In
a
world
where
political
tensions
were
minimized,
being
truly
global
with
supply
chains
was
a
strong
positive.
In
a
world
where
political
tensions
are
rising,
we
see
many
companies
rethinking
that
strategy.
Restructuring
supply
chains
will
be
an
expensive
but
necessary
undertaking
and
will
take
a
decade
or
longer
to
complete.
Again,
as
with
the
energy
transition,
it
will
give
rise
to
both
risks
and
opportunities.
•
Overweight
Industrials
with
a
focus
on
companies
benefitting
from
Aerospace/defense
cycle,
government
spending,
automation,
artificial
intelligence,
and
electric
vehicles/alternative
energy.
Lisanti
Small
Cap
Growth
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
4
We
look
for
companies
that
have
three
components:
strong
secular
trends
driving
their
growth
(secular
growth
stocks);
companies
that
are
able
to
drive
growth
through
their
own
internal
initiatives
(structural
growth
stocks);
and
those
companies
that
are
in
the
midst
of
operational
improvements/turnarounds
(transformational
growth).
We
believe
this
focus
is
much
more
important
than
“value”
or
“growth”
moniker,
as
the
market
continues
the
transition
to
what
we
believe
will
be
an
earnings
driven,
fundamentally
focused
environment.
•
Underweight
Healthcare—focused
on
select
biopharma
companies
(in
areas
that
we
think
can
avoid
pricing
pressure,
such
as
narcolepsy)
with
strong
new
product
pipelines,
healthcare
service
companies
that
lower
costs
and
provide
critical
services,
and
select
medtech
companies
that
lower
costs
and
improve
outcomes
in
areas
that
are
“must
do”
as
opposed
to
“nice
to
do”.
•
Overweight
Consumer—focused
on
companies
that
are
focused
on
improving
operating
metrics
to
grow
earnings
and
cash
flow;
companies
with
distinct
products
and
strong
value
proposition
for
the
consumer
with
their
goods
or
services,
and
those
that
should
see
margin
relief
this
year
as
freight
costs
and
commodity
costs
decline.
•
Overweight
Consumer
Staples
with
a
focus
on
specialty
growth
companies
that
can
take
price
and
gain
market
share.
•
Overweight
Technology
with
a
focus
on
new
generation
semiconductors
such
as
silicon
carbide,
Industrial
Automation,
AI,
very
select
software
companies
that
lower
costs
and
improve
productivity,
and
companies
that
are
tied
to
alternative
energy
(electric
vehicles,
solar,
etc.).
•
Underweight
financials
due
to
concerns
over
credit
quality;
focused
on
those
companies
that
benefit
from
rising
rates
and
can
take
price.
•
Market
weight
Energy
with
a
focus
on
oil
services,
particularly
international.
•
Underweight
communications
services,
real
estate
and
utilities.
Lisanti
Small
Cap
Growth
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
5
We
continue
to
work
hard
on
your
behalf;
we
thank
you
for
your
investment
in
the
Fund.
Sincerely,
Mary
Lisanti,
CFA
President
&
Portfolio
Manager
IMPORTANT
RISKS
AND
DISCLOSURES
An
investment
in
the
Fund
is
subject
to
risk,
including
the
possible
loss
of
principal
amount
invested.
The
Fund
invests
in
smaller
companies,
which
carry
greater
risk
than
is
associated
with
larger
companies
for
various
reasons
such
as
narrower
markets,
limited
financial
resources
and
less
liquid
stock.
The
Fund’s
investments
in
growth
securities
may
be
more
sensitive
to
company
earnings
and
more
volatile
than
the
market
in
general.
Investments
in
technology
companies
are
vulnerable
to
factors
affecting
that
sector,
such
as
dependency
on
consumer
and
business
acceptance
as
new
technology
evolves.
Investments
in
the
Industrial
sector
can
be
significantly
affected
by
business
cycle
fluctuations,
worldwide
economy
growth,
government
and
corporate
spending
and
others.
Investments
in
Health-Care
companies
may
be
affected
by
government
regulations
and
government
health-care
programs,
changes
in
the
cost
of
medical
products
and
services,
limited
product
lines,
product
liability
claims,
and
patent
protection,
among
other
factors.
The
views
in
this
report
were
those
of
the
Fund
manager
as
of
June
30,
2023,
and
may
not
necessarily
reflect
her
views
on
the
date
this
report
is
first
published
or
anytime
thereafter.
These
views
are
intended
to
assist
shareholders
in
understanding
the
Fund’s
investment
methodology
and
do
not
constitute
investment
advice.
Although
the
Fund
manager
believes
she
has
a
reasonable
basis
for
any
opinions
or
views
expressed,
actual
results
may
differ,
sometimes
significantly
so,
from
those
expected
or
expressed.
All
current
and
future
holdings
of
the
Fund
are
subject
to
risk
and
are
subject
to
change.
Lisanti
Small
Cap
Growth
Fund
PERFORMANCE
CHART
AND
ANALYSIS
June
30,
2023
6
The
following
chart
reflects
the
change
in
the
value
of
a
hypothetical
$10,000
investment,
including
reinvested
dividends
and
distributions,
in
the
Lisanti
Small
Cap
Growth
Fund
(the”Fund”)
compared
with
the
performance
of
the
benchmark,
Russell
2000
Growth
Index
(“Russell
2000
Growth”),
over
the
past
ten
fiscal
years.
The
Russell
2000
Growth,
the
Fund‘s
primary
performance
benchmark,
measures
the
performance
of
those
Russell
2000
Growth
companies
with
higher
price-to-value
ratios
and
higher
forecasted
growth
values.
The
total
return
of
the
index
includes
the
reinvestment
of
dividends
and
income.
The
total
return
of
the
Fund
includes
operating
expenses
that
reduce
returns,
while
the
total
return
of
the
index
does
not
include
expenses.
The
Fund
is
professionally
managed,
while
the
index
is
unmanaged
and
is
not
available
for
investment.
Comparison
of
Change
in
Value
of
a
$10,000
Investment
Lisanti
Small
Cap
Growth
Fund
vs.
Russell
2000
Growth
Index
Performance
data
quoted
represents
past
performance
and
is
no
guarantee
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
quoted.
Investment
return
and
principal
value
will
fluctuate
so
that
shares,
when
redeemed,
may
be
worth
more
or
less
than
original
cost.
For
the
most
recent
month-end
performance,
please
call
(800)
441-7031.
As
stated
in
the
Fund’s
prospectus,
the
annual
operating
expense
ratio
(gross)
is
1.67%.
However,
the
Fund’s
adviser has
contractually
agreed
to
waive
its
fee
and/or
reimburse
Fund
expenses
to
limit
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
(excluding
all
taxes,
interest,
portfolio
transaction
expenses,
proxy
expenses,
and
extraordinary
expenses)
to
1.35%,
through
April
30,
2024
(the
“Expense
Cap”).
The
Expense
Cap
may
be
raised
or
eliminated
only
with
the
consent
of
the
Board
of
Trustees.
The
Adviser
may
be
reimbursed
by
the
Fund
for
fees
waived
and
expenses
reimbursed
by
the
Adviser
pursuant
to
the
Expense
Cap
if
such
payment
is
made
within
three
years
of
the
fee
waiver
or
expense
reimbursement,
and
does
not
cause
the
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
to
exceed
the
lesser
of
(i)
the
then-current
expense
cap,
or
(ii)
the
expense
cap
in
place
at
the
time
the
fees/expenses
were
waived/reimbursed.
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
will
increase
if
exclusions
from
the
Expense
Cap
apply.
The
performance
table
and
graph
do
not
reflect
the
deduction
of
taxes
that
a
shareholder
would
pay
on
Fund
distributions
or
the
redemption
of
Fund
shares.
Returns
greater
than
one
year
are
annualized.
Average
Annual
Total
Returns
Periods
Ended
June
30,
2023
One
Year
Five
Year
Ten
Year
Lisanti
Small
Cap
Growth
Fund
5.6
3
%
4.3
7
%
9.2
8
%
Russell
2000
Growth
Index
18.53%
4.22%
8.83%
Lisanti
Small
Cap
Growth
Fund
SCHEDULE
OF
INVESTMENTS
June
30,
2023
7
See
Notes
to
Financial
Statements.
Shares
Security
Description
Value
Common
Stock
-
98.6%
Communication
Services
-
2.1%
31,840‌
Integral
Ad
Science
Holding
Corp. 
(a)
$
572,483‌
48,495‌
Magnite,
Inc. 
(a)
661,957‌
1,234,440‌
Consumer
Discretionary
-
13.5%
17,530‌
Abercrombie
&
Fitch
Co. 
(a)
660,530‌
9,830‌
Boot
Barn
Holdings,
Inc. 
(a)
832,503‌
6,765‌
Kura
Sushi
USA,
Inc. 
(a)
628,807‌
23,425‌
Life
Time
Group
Holdings,
Inc. 
(a)
460,770‌
4,460‌
Meritage
Homes
Corp.
634,524‌
27,965‌
Norwegian
Cruise
Line
Holdings,
Ltd. 
(a)
608,798‌
12,670‌
Red
Rock
Resorts,
Inc.,
Class A
592,703‌
10,465‌
Shake
Shack,
Inc. 
(a)
813,340‌
14,990‌
Taylor
Morrison
Home
Corp.,
Class A 
(a)
731,062‌
2,680‌
Texas
Roadhouse,
Inc.
300,910‌
3,715‌
TopBuild
Corp. 
(a)
988,264‌
3,080‌
Wingstop,
Inc.
616,493‌
12,800‌
Xponential
Fitness,
Inc.,
Class A 
(a)
220,800‌
8,089,504‌
Consumer
Staples
-
6.3%
6,320‌
Celsius
Holdings,
Inc. 
(a)
942,881‌
1,595‌
Duolingo,
Inc. 
(a)
227,989‌
11,500‌
elf
Beauty,
Inc. 
(a)
1,313,645‌
30,840‌
Sovos
Brands,
Inc. 
(a)
603,231‌
25,275‌
The
Vita
Coco
Co.,
Inc. 
(a)
679,139‌
3,766,885‌
Energy
-
1.5%
55,885‌
TechnipFMC
PLC 
(a)
928,809‌
Financials
-
4.3%
16,350‌
AvidXchange
Holdings,
Inc. 
(a)
169,713‌
23,225‌
Flywire
Corp. 
(a)
720,904‌
2,110‌
Kinsale
Capital
Group,
Inc.
789,562‌
23,155‌
Skyward
Specialty
Insurance
Group,
Inc. 
(a)
588,137‌
10,480‌
The
Bancorp,
Inc. 
(a)
342,172‌
2,610,488‌
Health-Care
-
5.9%
2,300‌
Axonics,
Inc. 
(a)
116,081‌
4,760‌
Axsome
Therapeutics,
Inc. 
(a)
342,054‌
7,680‌
Harmony
Biosciences
Holdings,
Inc. 
(a)
270,259‌
9,345‌
Intra-Cellular
Therapies,
Inc. 
(a)
591,725‌
2,360‌
Krystal
Biotech,
Inc. 
(a)
277,064‌
13,045‌
TG
Therapeutics,
Inc. 
(a)
324,038‌
4,820‌
TransMedics
Group,
Inc. 
(a)
404,784‌
Shares
Security
Description
Value
Health-Care
-
5.9%
(continued)
5,880‌
Vaxcyte,
Inc. 
(a)
$
293,647‌
23,995‌
Vericel
Corp. 
(a)
901,492‌
3,521,144‌
Health-Care
Equipment
&
Services
-
12.3%
62,760‌
Alphatec
Holdings,
Inc. 
(a)
1,128,425‌
2,225‌
CONMED
Corp.
302,355‌
1,925‌
Inspire
Medical
Systems,
Inc. 
(a)
624,932‌
6,685‌
Lantheus
Holdings,
Inc. 
(a)
561,005‌
5,635‌
Merit
Medical
Systems,
Inc. 
(a)
471,311‌
22,340‌
NeoGenomics,
Inc. 
(a)
359,004‌
8,630‌
PROCEPT
BioRobotics
Corp. 
(a)
305,070‌
8,260‌
RxSight,
Inc. 
(a)
237,888‌
6,600‌
Schrodinger,
Inc./U.S. 
(a)
329,472‌
2,040‌
Shockwave
Medical,
Inc. 
(a)
582,236‌
8,425‌
SI-BONE,
Inc. 
(a)
227,307‌
19,905‌
Surgery
Partners,
Inc. 
(a)
895,526‌
23,935‌
Tactile
Systems
Technology,
Inc. 
(a)
596,700‌
25,090‌
Treace
Medical
Concepts,
Inc. 
(a)
641,802‌
635‌
UFP
Technologies,
Inc. 
(a)
123,095‌
7,386,128‌
Industrials
-
25.8%
2,715‌
Advanced
Energy
Industries,
Inc.
302,587‌
4,400‌
Applied
Industrial
Technologies,
Inc.
637,252‌
11,155‌
Arcosa,
Inc.
845,214‌
5,915‌
Beacon
Roofing
Supply,
Inc. 
(a)
490,827‌
5,320‌
Chart
Industries,
Inc. 
(a)
850,083‌
2,905‌
Comfort
Systems
USA,
Inc.
477,001‌
10,625‌
Construction
Partners,
Inc. 
(a)
333,519‌
29,790‌
Fluence
Energy,
Inc. 
(a)
793,605‌
5,530‌
FTAI
Aviation,
Ltd.
175,080‌
10,790‌
Huron
Consulting
Group,
Inc. 
(a)
916,179‌
5,050‌
John
Bean
Technologies
Corp.
612,565‌
4,035‌
Kirby
Corp. 
(a)
310,493‌
16,085‌
Kornit
Digital,
Ltd. 
(a)
472,416‌
58,520‌
Kratos
Defense
&
Security
Solutions,
Inc. 
(a)
839,177‌
10,290‌
Montrose
Environmental
Group,
Inc. 
(a)
433,415‌
3,560‌
MYR
Group,
Inc. 
(a)
492,490‌
13,715‌
NEXTracker,
Inc.,
Class A 
(a)
545,994‌
2,265‌
Saia,
Inc. 
(a)
775,559‌
4,650‌
SiteOne
Landscape
Supply,
Inc. 
(a)
778,224‌
14,180‌
SPX
Technologies,
Inc. 
(a)
1,204,874‌
27,615‌
Tecnoglass,
Inc.
1,426,591‌
11,565‌
Terex
Corp.
691,934‌
22,630‌
The
AZEK
Co.,
Inc. 
(a)
685,463‌
14,895‌
Xometry,
Inc.,
Class A 
(a)
315,476‌
Lisanti
Small
Cap
Growth
Fund
SCHEDULE
OF
INVESTMENTS
June
30,
2023
8
See
Notes
to
Financial
Statements.
The
following
is
a
summary
of
the
inputs
used
to
value
the
Fund's investments
as
of
June
30,
2023. 
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risks
associated
with
investing
in
those
securities.
For
more
information
on
valuation
inputs,
and
their
aggregation
into
the
levels
used
in
the
table
below,
please
refer
to
the
Security
Valuation
section
in
Note
2
of
the
accompanying
Notes
to
Financial
Statements.
The
Level
1
value
displayed
in
this
table
is
Common
Stock.
The
level
2
value
displayed
in
this
table
is
a
Money
Market
Fund.
Refer
to
this
Schedule
of
Investments
for
a
further
breakout
of
each
security
by
industry.
Shares
Security
Description
Value
Industrials
-
25.8%
(continued)
2,015‌
XPO,
Inc. 
(a)
$
118,885‌
15,524,903‌
Information
Technology
-
24.2%
14,945‌
Aehr
Test
Systems 
(a)
616,481‌
5,045‌
Axcelis
Technologies,
Inc. 
(a)
924,900‌
5,945‌
Belden,
Inc.
568,639‌
2,550‌
Blackbaud,
Inc. 
(a)
181,509‌
8,295‌
Cerence,
Inc. 
(a)
242,463‌
10,400‌
Credo
Technology
Group
Holding,
Ltd. 
(a)
180,336‌
7,170‌
Digi
International,
Inc. 
(a)
282,426‌
16,360‌
DoubleVerify
Holdings,
Inc. 
(a)
636,731‌
40,875‌
Extreme
Networks,
Inc. 
(a)
1,064,794‌
2,280‌
Fabrinet 
(a)
296,126‌
39,615‌
Harmonic,
Inc. 
(a)
640,575‌
54,535‌
indie
Semiconductor,
Inc.,
Class A 
(a)
512,629‌
12,435‌
Intapp,
Inc. 
(a)
521,151‌
3,265‌
Manhattan
Associates,
Inc. 
(a)
652,608‌
8,975‌
Napco
Security
Technologies,
Inc.
310,984‌
85,105‌
Navitas
Semiconductor
Corp. 
(a)
897,007‌
19,455‌
nLight,
Inc. 
(a)
299,996‌
6,735‌
Onto
Innovation,
Inc. 
(a)
784,425‌
13,495‌
PDF
Solutions,
Inc. 
(a)
608,624‌
6,670‌
Power
Integrations,
Inc.
631,449‌
14,120‌
PROS
Holdings,
Inc. 
(a)
434,896‌
8,510‌
Rambus,
Inc. 
(a)
546,087‌
8,810‌
Shift4
Payments,
Inc.,
Class A 
(a)
598,287‌
15,305‌
Sprout
Social,
Inc.,
Class A 
(a)
706,479‌
5,575‌
SPS
Commerce,
Inc. 
(a)
1,070,735‌
1,255‌
Super
Micro
Computer,
Inc. 
(a)
312,809‌
14,523,146‌
Materials
-
2.7%
6,335‌
ATI,
Inc. 
(a)
280,197‌
6,155‌
Carpenter
Technology
Corp.
345,480‌
22,020‌
Livent
Corp. 
(a)
604,009‌
11,165‌
Summit
Materials,
Inc.,
Class A 
(a)
422,595‌
1,652,281‌
Total
Common
Stock
(Cost
$53,237,152)
59,237,728‌
Shares
Security
Description
Value
Money
Market
Fund
-
1.4%
817,843‌
First
American
Treasury
Obligations
Fund,
Class X,
5.04% 
(b)
(Cost
$817,843)
817,843‌
Shares
Security
Description
Value
Investments,
at
value
-
100.0%
(Cost
$54,054,995)
$
60,055,571‌
Other
Assets
&
Liabilities,
Net
-
0.0%
18,853‌
Net
Assets
-
100.0%
$
60,074,424‌
(a)
Non-income
producing
security.
(b)
Dividend
yield
changes
daily
to
reflect
current
market
conditions.
Rate
was
the
quoted
yield
as
of
June
30,
2023.
Valuation
Inputs
Investments
in
Securities
Level
1
-
Quoted
Prices
$
60,055,071‌
Level
2
-
Other
Significant
Observable
Inputs
–‌
Level
3
-
Significant
Unobservable
Inputs
–‌
Total
$
60,055,571‌
PORTFOLIO
HOLDINGS
%
of
Total
Investments
Communication
Services
2.1‌%
Consumer
Discretionary
13.5‌%
Consumer
Staples
6.3‌%
Energy
1.5‌%
Financials
4.3‌%
Health-Care
5.9‌%
Health-Care
Equipment
&
Services
12.3‌%
Industrials
25.8‌%
Information
Technology
24.2‌%
Materials
2.7‌%
Money
Market
Fund
1.4‌%
100.0‌%
Lisanti
Small
Cap
Growth
Fund
STATEMENT
OF
ASSETS
AND
LIABILITIES
June
30,
2023
9
See
Notes
to
Financial
Statements.
ASSETS
Investments,
at
value
(Cost
$54,054,995)
$
60,055,571‌
Receivables:
Fund
shares
sold
134,826‌
Investment
securities
sold
4,628,854‌
Dividends
7,573‌
Prepaid
expenses
16,090‌
Total
Assets
64,842,914‌
LIABILITIES
Payables:
Investment
securities
purchased
4,622,159‌
Fund
shares
redeemed
62,916‌
Accrued
Liabilities:
Investment
adviser
fees
27,042‌
Fund
services
fees
12,621‌
Other
expenses
43,752‌
Total
Liabilities
4,768,490‌
NET
ASSETS
$
60,074,424‌
COMPONENTS
OF
NET
ASSETS
Paid-in
capital
$
83,538,762‌
Accumulated
loss
(23,464,338‌)
NET
ASSETS
$
60,074,424‌
SHARES
OF
BENEFICIAL
INTEREST
AT
NO
PAR
VALUE
(UNLIMITED
SHARES
AUTHORIZED)
3,520,598‌
NET
ASSET
VALUE,
OFFERING
AND
REDEMPTION
PRICE
PER
SHARE*
$
17.06‌
Lisanti
Small
Cap
Growth
Fund
STATEMENT
OF
OPERATIONS
SIX
MONTHS
ENDED
JUNE
30,
2023
10
See
Notes
to
Financial
Statements.
INVESTMENT
INCOME
Dividend
income
$
98,140‌
Interest
income
4‌
Total
Investment
Income
98,144‌
EXPENSES
Investment
adviser
fees
288,575‌
Fund
services
fees
115,245‌
Shareholder
service
fees
60,753‌
Custodian
fees
3,813‌
Registration
fees
11,133‌
Professional
fees
20,910‌
Trustees'
fees
and
expenses
2,990‌
Other
expenses
35,614‌
Total
Expenses
539,033‌
Fees
waived
(130,734‌)
Net
Expenses
408,299‌
NET
INVESTMENT
LOSS
(310,155‌)
NET
REALIZED
AND
UNREALIZED
GAIN
(LOSS)
Net
realized
gain
on
investments
1,993,833‌
Net
change
in
unrealized
appreciation
(depreciation)
on
investments
2,732,566‌
NET
REALIZED
AND
UNREALIZED
GAIN
4,726,399‌
INCREASE
IN
NET
ASSETS
RESULTING
FROM
OPERATIONS
$
4,416,244‌
Lisanti
Small
Cap
Growth
Fund
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
11
See
Notes
to
Financial
Statements.
For
the
Six
Months
Ended
June
30,
2023
For
the
Year
Ended
December
31,
2022
OPERATIONS
Net
investment
loss
$
(310,155‌)
$
(774,134‌)
Net
realized
gain
(loss)
1,993,833‌
(30,199,467‌)
Net
change
in
unrealized
appreciation
(depreciation)
2,732,566‌
(12,386,669‌)
Increase
(Decrease)
in
Net
Assets
Resulting
from
Operations
4,416,244‌
(43,360,270‌)
DISTRIBUTIONS
TO
SHAREHOLDERS
Total
Distributions
Paid
–‌
(1,685,297‌)
CAPITAL
SHARE
TRANSACTIONS
Sale
of
shares
7,396,704‌
45,579,915‌
Reinvestment
of
distributions
–‌
1,255,349‌
Redemption
of
shares
(12,213,008‌)
(46,428,689‌)
Redemption
fees
–‌
2,141‌
Increase
(Decrease)
in
Net
Assets
from
Capital
Share
Transactions
(4,816,304‌)
408,716‌
Decrease
in
Net
Assets
(400,060‌)
(44,636,851‌)
NET
ASSETS
Beginning
of
Period
60,474,484‌
105,111,335‌
End
of
Period
$
60,074,424‌
$
60,474,484‌
SHARE
TRANSACTIONS
Sale
of
shares
451,711‌
2,269,859‌
Reinvestment
of
distributions
–‌
75,626‌
Redemption
of
shares
(749,713‌)
(2,577,880‌)
Decrease
in
Shares
(298,002‌)
(232,395‌)
Lisanti
Small
Cap
Growth
Fund
FINANCIAL
HIGHLIGHTS
12
See
Notes
to
Financial
Statements.
These
financial
highlights
reflect
selected
data
for
a
share
outstanding
throughout
each
period
.
For
the
Six
Months
Ended
June
30,
2023
For
the
Years
Ended
December
31,
2022
2021
2020
2019
2018
NET
ASSET
VALUE,
Beginning
of
Period
$
15.84‌
$
25.95‌
$
30.96‌
$
21.76‌
$
17.71‌
$
18.81‌
INVESTMENT
OPERATIONS
Net
investment
loss
(a)
(0.08‌)
(0.17‌)
(0.38‌)
(0.28‌)
(0.25‌)
(0.21‌)
Net
realized
and
unrealized
gain
(loss)
1.30‌
(9.51‌)
3.32‌
11.66‌
4.78‌
(0.12‌)
Total
from
Investment
Operations
1.22‌
(9.68‌)
2.94‌
11.38‌
4.53‌
(0.33‌)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM
Net
realized
gain
–‌
(0.43‌)
(7.95‌)
(2.18‌)
(0.48‌)
(0.77‌)
Total
Distributions
to
Shareholders
–‌
(0.43‌)
(7.95‌)
(2.18‌)
(0.48‌)
(0.77‌)
REDEMPTION
FEES(a)
–‌
0.00‌(b)
0.00‌(b)
0.00‌(b)
0.00‌(b)
0.00‌(b)
NET
ASSET
VALUE,
End
of
Period
$
17.06‌
$
15.84‌
$
25.95‌
$
30.96‌
$
21.76‌
$
17.71‌
TOTAL
RETURN
7.70‌%(c)
(37.37‌)%
10.69‌%
52.85‌%
25.62‌%
(1.90‌)%
RATIOS/SUPPLEMENTARY
DATA
Net
Assets
at
End
of
Period
(000s
omitted)
$
60,076‌
$
60,474‌
$
105,111‌
$
82,925‌
$
50,637‌
$
33,801‌
Ratios
to
Average
Net
Assets:
Net
investment
loss
(1.02‌)%(d)
(0.91‌)%
(1.14‌)%
(1.17‌)%
(1.20‌)%
(1.02‌)%
Net
expenses
1.34‌%(d)
1.34‌%
1.35‌%
1.35‌%
1.35‌%
1.37‌%
Gross
expenses
(e)
1.77‌%(d)
1.67‌%
1.61‌%
1.78‌%
1.98‌%
2.32‌%
PORTFOLIO
TURNOVER
RATE
213‌%(c)
347‌%
264‌%
314‌%
252‌%
220‌%
footertext
(a)
Calculated
based
on
average
shares
outstanding
during
each
period.
(b)
Less
than
$0.01
per
share.
(c)
Not
annualized.
(d)
Annualized.
(e)
Reflects
the
expense
ratio
excluding
any
waivers
and/or
reimbursements.
Lisanti
Small
Cap
Growth
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
13
Note
1.
Organization
The
Lisanti
Small
Cap
Growth
Fund
(the
“Fund”)
is
a
diversified
portfolio
of
Forum
Funds
(the
“Trust”).
The
Trust
is
a
Delaware
statutory
trust
that
is
registered
as
an
open-end,
management
investment
company
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“Act”).
Under
its
Trust
Instrument,
the
Trust
is
authorized
to
issue
an
unlimited
number
of
the
Fund’s
shares
of
beneficial
interest
without
par
value.
The
Fund
commenced
operations
on
February
27,
2004.
The
Fund
seeks
maximum
capital
appreciation.
Note
2.
Summary
of
Significant
Accounting
Policies
The
Fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
under
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946,
“Financial
Services
–
Investment
Companies.”
These
financial
statements
are
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“GAAP”),
which
require
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities,
the
disclosure
of
contingent
liabilities
at
the
date
of
the
financial
statements,
and
the
reported
amounts
of
increases
and
decreases
in
net
assets
from
operations
during
the
fiscal
period.
Actual
amounts
could
differ
from
those
estimates.
The
following
summarizes
the
significant
accounting
policies
of
the
Fund:
Security
Valuation
–
Securities
are
valued
at
market
prices
using
the
last
quoted
trade
or
official
closing
price
from
the
principal
exchange
where
the
security
is
traded,
as
provided
by
independent
pricing
services
on
each
Fund
business
day.
In
the
absence
of
a
last
trade,
securities
are
valued
at
the
mean
of
the
last
bid
and
ask
price
provided
by
the
pricing
service.
Shares
of
non-exchange
traded
open-end
mutual
funds
are
valued
at
net
asset
value
(“NAV”).
Short-term
investments
that
mature
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Pursuant
to
Rule
2a-5
under
the
Investment
Company
Act,
the
Trust’s
Board
of
Trustees
(the
“Board”)
has
designated
the
Adviser,
as
defined
in
Note
3,
as
the
Fund’s
valuation
designee
to
perform
any
fair
value
determinations
for
securities
and
other
assets
held
by
the
Fund.
The
Adviser
is
subject
to
the
oversight
of
the
Board
and
certain
reporting
and
other
requirements
intended
to
provide
the
Board
the
information
needed
to
oversee
the
Adviser’s
fair
value
determinations.
The
Adviser
is
responsible
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
in
accordance
with
policies
and
procedures
that
have
been
approved
by
the
Board.
Under
these
procedures,
the
Adviser
convenes
on
a
regular
and
ad
hoc
basis
to
review
such
investments
and
considers
a
number
of
factors,
including
valuation
methodologies
and
significant
unobservable
inputs,
when
arriving
at
fair
value.
The
Board
has
approved
the
Adviser’s
fair
valuation
procedures
as
a
part
of
the
Fund’s
compliance
program
and
will
review
any
changes
made
to
the
procedures.
The
Adviser
provides
fair
valuation
inputs.
In
determining
fair
valuations,
inputs
may
include
market-based
analytics
that
may
consider
related
or
comparable
assets
or
liabilities,
recent
transactions,
market
multiples,
book
values
and
other
relevant
investment
information.
Adviser
inputs
may
include
an
income-based
approach
in
which
the
anticipated
future
cash
flows
of
the
investment
are
discounted
in
determining
fair
value.
Lisanti
Small
Cap
Growth
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
14
Discounts
may
also
be
applied
based
on
the
nature
or
duration
of
any
restrictions
on
the
disposition
of
the
investments.
The
Adviser
performs
regular
reviews
of
valuation
methodologies,
key
inputs
and
assumptions,
disposition
analysis
and
market
activity.
Fair
valuation
is
based
on
subjective
factors
and,
as
a
result,
the
fair
value
price
of
an
investment
may
differ
from
the
security’s
market
price
and
may
not
be
the
price
at
which
the
asset
may
be
sold.
Fair
valuation
could
result
in
a
different
NAV
than
a
NAV
determined
by
using
market
quotes.
GAAP
has
a
three-tier
fair
value
hierarchy.
The
basis
of
the
tiers
is
dependent
upon
the
various
“inputs”
used
to
determine
the
value
of
the
Fund’s
investments.
These
inputs
are
summarized
in
the
three
broad
levels
listed
below:
Level
1
-
Quoted
prices
in
active
markets
for
identical
assets
and
liabilities.
Level
2
-
Prices
determined
using
significant
other
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepayment
speeds,
credit
risk,
etc.).
Short-term
securities
with
maturities
of
sixty
days
or
less
are
valued
at
amortized
cost,
which
approximates
market
value,
and
are
categorized
as
Level
2
in
the
hierarchy.
Municipal
securities,
long-term
U.S.
government
obligations
and
corporate
debt
securities
are
valued
in
accordance
with
the
evaluated
price
supplied
by
a
pricing
service
and
generally
categorized
as
Level
2
in
the
hierarchy.
Other
securities
that
are
categorized
as
Level
2
in
the
hierarchy
include,
but
are
not
limited
to,
warrants
that
do
not
trade
on
an
exchange,
securities
valued
at
the
mean
between
the
last
reported
bid
and
ask
quotation
and
international
equity
securities
valued
by
an
independent
third
party
with
adjustments
for
changes
in
value
between
the
time
****
VARIABLE
of_that
is
not
defined
****
the
securities’
respective
local
market
closes
and
the
close
of
the
U.S.
market.
Level
3
-
Significant
unobservable
inputs
(including
the
Fund’s
own
assumptions
in
determining
the
fair
value
of
investments).
The
aggregate
value
by
input
level,
as
of
June
30,
2023,
for
the
Fund’s
investments
is
included
in
the
Fund’s
Schedule
of
Investments.
Security
Transactions,
Investment
Income
and
Realized
Gain
and
Loss
–
Investment
transactions
are
accounted
for
on
the
trade
date.
Dividend
income
is
recorded
on
the
ex-dividend
date.
Foreign
dividend
income
is
recorded
on
the
ex-dividend
date
or
as
soon
as
possible
after
determining
the
existence
of
a
dividend
declaration
after
exercising
reasonable
due
diligence.
Income
and
capital
gains
on
some
foreign
securities
may
be
subject
to
foreign
withholding
taxes,
which
are
accrued
as
applicable.
Interest
income
is
recorded
on
an
accrual
basis.
Premium
is
amortized
to
the
next
call
date
above
par,
and
discount
is
accreted
to
maturity
using
the
effective
interest
method.
Identified
cost
of
investments
sold
is
used
to
determine
the
gain
and
loss
for
both
financial
statement
and
federal
income
tax
purposes.
Distributions
to
Shareholders
–
Distributions
to
shareholders
of
net
investment
income,
if
any,
are
declared
and
paid
quarterly.
Distributions
to
shareholders
of
net
capital
gains
and
foreign
currency
gains,
if
any,
are
Lisanti
Small
Cap
Growth
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
15
declared
and
paid
at
least
annually.
Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date.
Distributions
are
based
on
amounts
calculated
in
accordance
with
applicable
federal
income
tax
regulations,
which
may
differ
from
GAAP.
These
differences
are
due
primarily
to
differing
treatments
of
income
and
gain
on
various
investment
securities
held
by
the
Fund,
timing
differences
and
differing
characterizations
of
distributions
made
by
the
Fund.
Federal
Taxes
–
The
Fund
intends
to
continue
to
qualify
each
year
as
a
regulated
investment
company
under
Subchapter
M
of
Chapter
1,
Subtitle
A,
of
the
Internal
Revenue
Code
of
1986,
as
amended
(“Code”),
and
to
distribute
all
of
its
taxable
income
to
shareholders.
In
addition,
by
distributing
in
each
calendar
year
substantially
all
of
its
net
investment
income
and
capital
gains,
if
any,
the
Fund
will
not
be
subject
to
a
federal
excise
tax.
Therefore,
no
federal
income
or
excise
tax
provision
is
required.
The
Fund
recognizes
interest
and
penalties,
if
any,
related
to
unrecognized
tax
benefits
as
income
tax
expense
in
the
Statement
of
Operations.
During
the
period,
the
Fund
did
not
incur
any
interest
penalties.
The
Fund
files
a
U.S.
federal
income
and
excise
tax
return
as
required.
The
Fund’s
federal
income
tax
returns
are
subject
to
examination
by
the
Internal
Revenue
Service
for
a
period
of
three
fiscal
years
after
they
are
filed.
As
of
June
30,
2023,
there
are
no
uncertain
tax
positions
that
would
require
financial
statement
recognition,
derecognition
or
disclosure.
Income
and
Expense
Allocation
–
The
Trust
accounts
separately
for
the
assets,
liabilities
and
operations
of
each
of
its
investment
portfolios.
Expenses
that
are
directly
attributable
to
more
than
one
investment
portfolio
are
allocated
among
the
respective
investment
portfolios
in
an
equitable
manner.
Commitments
and
Contingencies
–
In
the
normal
course
of
business,
the
Fund
enters
into
contracts
that
provide
general
indemnifications
by
the
Fund
to
the
counterparty
to
the
contract.
The
Fund’s
maximum
exposure
under
these
arrangements
is
dependent
on
future
claims
that
may
be
made
against
the
Fund
and,
therefore,
cannot
be
estimated;
however,
based
on
experience,
the
risk
of
loss
from
such
claims
is
considered
remote.
The
Fund
has
determined
that
none
of
these
arrangements
requires
disclosure
on
the
Fund’s
balance
sheet.
Note
3.
Fees
and
Expenses
Investment
Adviser
–
Lisanti
Capital
Growth,
LLC
(the
“Adviser”)
is
the
investment
adviser
to
the
Fund.
Pursuant
to
an
investment
advisory
agreement,
the
Adviser
receives
an
advisory
fee,
payable
monthly,
from
the
Fund
at
an
annual
rate
of
0.95%
of
the
Fund’s
average
daily
net
assets.
Shareholder
Service
Plan
–
The
Trust
has
adopted
a
shareholder
service
plan
for
the
Fund
under
which
the
Fund
may
reimburse
the
Fund’s
administrator
for
amounts
paid
by
the
administrator
for
providing
shareholder
service
activities
that
are
not
otherwise
provided
by
the
transfer
agent.
The
Fund’s
administrator
may
make
such
payments
to
various
financial
institutions,
including
the
Adviser,
that
provide
shareholder
servicing
to
their
customers
invested
in
the
Fund
in
amounts
of
up
to
0.25%
annually
of
the
average
daily
net
assets
of
the
Fund.
Lisanti
Small
Cap
Growth
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
16
Distribution
–
Foreside
Fund
Services,
LLC,
a
wholly-owned
subsidiary
of
Foreside
Financial
Group,
LLC
(dba
ACA
Group)
(the
“Distributor”)
acts
as
the
agent
of
the
Trust
in
connection
with
the
continuous
offering
of
shares
of
the
Fund.
The
Fund
does
not
have
a
distribution
(12b-1)
plan;
accordingly,
the
Distributor
does
not
receive
compensation
from
the
Fund
for
its
distribution
services.
The
Adviser
compensates
the
Distributor
directly
for
its
services.
The
Distributor
is
not
affiliated
with
the
Adviser
or
Atlantic
Fund
Administration,
LLC,
a
wholly
owned
subsidiary
of
Apex
US
Holdings
LLC
(d/b/a
Apex
Fund
Services)
(“Apex”)
or
their
affiliates.
Other
Service
Providers
–
Apex
provides
fund
accounting,
fund
administration,
compliance
and
transfer
agency
services
to
the
Fund.
The
fees
related
to
these
services
are
included
in
Fund
services
fees
within
the
Statement
of
Operations.
Apex
also
provides
certain
shareholder
report
production
and
EDGAR
conversion
and
filing
services.
Pursuant
to
an
Apex
Services
Agreement,
the
Fund
pays
Apex
customary
fees
for
its
services.
Apex
provides
a
Principal
Executive
Officer,
a
Principal
Financial
Officer,
a
Chief
Compliance
Officer
and
an
Anti-Money
Laundering
Officer
to
the
Fund,
as
well
as
certain
additional
compliance
support
functions.
Trustees
and
Officers
–
Each
Independent
Trustee’s
annual
retainer
is
$45,000
($55,000
for
the
Chairman).
The
Audit
Committee
Chairman
receives
an
additional
$2,000
annually.
The
Trustees
and
the
Chairman
may
receive
additional
fees
for
special
Board
meetings.
Each
Trustee
is
also
reimbursed
for
all
reasonable
out-
of-pocket
expenses
incurred
in
connection
with
his
or
her
duties
as
a
Trustee,
including
travel
and
related
expenses
incurred
in
attending
Board
meetings.
The
amount
of
Trustees’
fees
attributable
to
the
Fund
is
disclosed
in
the
Statement
of
Operations.
Certain
officers
of
the
Trust
are
also
officers
or
employees
of
the
above
named
service
providers,
and
during
their
terms
of
office
received
no
compensation
from
the
Fund.
Note
4.
Fees
Waived
The
Adviser
has
contractually
agreed
to
waive
its
fee
and/or
reimburse
expenses
to
limit
total
annual
fund
operating
expenses
(excluding
all
taxes,
interest,
portfolio
transaction
expenses,
proxy
expenses,
and
extraordinary
expenses)
to
1.35%
through
April
30,
2024.
Other
Fund
service
providers
have
voluntarily
agreed
to
waive
a
portion
of
their
fees.
The
contractual
waivers
may
only
be
raised
or
eliminated
with
the
consent
of
the
Board
and
voluntary
fee
waivers
may
be
reduced
or
eliminated
at
any
time.
For
the
period
ended
June
30,
2023
,
fees
waived
were
as
follows:
The
Adviser
may
be
reimbursed
by
the
Fund
for
fees
waived
and
expenses
reimbursed
by
the
Adviser
pursuant
to
the
Expense
Cap
if
such
payment
is
made
within
three
years
of
the
fee
waiver
or
expense
reimbursement,
and
does
not
cause
the
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
to
exceed
the
lesser
of
(i)
the
then-current
expense
cap,
or
(ii)
the
expense
cap
in
place
at
the
time
the
fees/expenses
were
waived/reimbursed.
Investment
Adviser
Fees
Waived
Other
Waivers
Total
Fees
Waived
and
Expenses
Reimbursed
$
114,128‌
$
16,606‌
$
130,734‌
Lisanti
Small
Cap
Growth
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
17
Note
5.
Security
Transactions
The
cost
of
purchases
and
proceeds
from
sales
of
investment
securities
(including
maturities),
other
than
short-term
investments
during
the
period
ended
June
30,
2023,
totaled
$124,137,756
and
$128,830,879,
respectively.
Note
6.
Federal
Income
Tax
As
of
June
30,
2023
,
the
cost
of
investments
for
federal
income
tax
purposes
is
substantially
the
same
as
for
financial
statement
purposes
and
the
components
of
net
unrealized
appreciation
consists
of:
As
of
December
31,
2022,
distributable
earnings
on
a
tax
basis
were
as
follows:
The
difference
between
components
of
distributable
earnings
on
a
tax
basis
and
the
amounts
reflected
in
the
Statement
of
Assets
and
Liabilities
are
primarily
due
to
wash
sales.
For
the
year
ended
December
31,
2022,
the
Fund
had
$29,557,382
in
short
term
capital
loss
carry
forwards
that
have
no
expiration
date.
Note
7.
Subsequent
Events
Subsequent
events
occurring
after
the
date
of
this
report
through
the
date
these
financial
statements
were
issued
have
been
evaluated
for
potential
impact,
and
the
Fund
has
had
no
such
events.
Management
has
evaluated
the
need
for
additional
disclosures
and/or
adjustments
resulting
from
subsequent
events.
Based
on
this
evaluation,
no
additional
disclosures
or
adjustments
were
required.
Gross
Unrealized
Appreciation
$
6,670,903‌
Gross
Unrealized
Depreciation
(670,327‌)
Net
Unrealized
Appreciation
$
6,000,576‌
Capital
and
Other
Losses
$
(29,557,382‌)
Unrealized
Appreciation
1,676,800‌
Total
$
(27,880,582‌)
Lisanti
Small
Cap
Growth
Fund
ADDITIONAL
INFORMATION
June
30,
2023
18
Change
in
Independent
Registered
Public
Accounting
Firm
On
March
9,
2023,
BBD
LLP
(“BBD”)
ceased
to
serve
as
the
independent
registered
public
accounting
firm
of
the
Fund,
a
series
of
Forum
Funds.
The
Audit
Committee
of
the
Board
of
Directors
approved
the
replacement
of
BBD
as
a
result
of
Cohen
&
Company,
Ltd.’s
(“Cohen”)
acquisition
of
BBD’s
investment
management
group.
The
reports
of
BBD
on
the
financial
statements
of
the
Fund
as
of
and
for
the
fiscal
years
ended
December
31,
2021
and
December
31,
2022
did
not
contain
an
adverse
opinion
or
a
disclaimer
of
opinion,
and
were
not
qualified
or
modified
as
to
uncertainties,
audit
scope
or
accounting
principles.
During
the
years
ended
December
31,
2021
and
December
31,
2022,
and
during
the
subsequent
interim
period
through
March
9,
2023,
(i)
there
were
no
disagreements
between
the
Trust
and
BBD
on
any
matter
of
accounting
principles
or
practices,
financial
statement
disclosure,
or
auditing
scope
or
procedure,
which
disagreements,
if
not
resolved
to
the
satisfaction
of
BBD,
would
have
caused
it
to
make
reference
to
the
subject
matter
of
the
disagreements
in
its
report
on
the
financial
statements
of
the
Fund
for
such
years
or
interim
period,
and
(ii)
there
were
no
“reportable
events,”
as
defined
in
Item
304(a)(1)(v)
of
Regulation
S-K
under
the
Securities
Exchange
Act
of
1934,
as
amended.
The
Trust
requested
that
BBD
furnish
it
with
a
letter
addressed
to
the
U.S.
Securities
and
Exchange
Commission
stating
that
it
agrees
with
the
above
statements.
A
copy
of
this
letter
is
filed
as
an
exhibit
to
Form
N-CSR.
On
March
17,
2023,
the
Audit
Committee
of
the
Board
also
recommended
and
approved
the
appointment
of
Cohen
as
the
Fund’s
independent
registered
public
accounting
firm
for
the
fiscal
year
ending
December
31,
2023.
During
the
fiscal
years
ended
December
31,
2021
and
December
31,
2022,
and
during
the
subsequent
interim
period
through
March
17,
2023,
neither
the
Trust,
nor
anyone
acting
on
its
behalf,
consulted
with
Cohen
on
behalf
of
the
of
Fund
regarding
the
application
of
accounting
principles
to
a
specified
transaction
(either
completed
or
proposed),
the
type
of
audit
opinion
that
might
be
rendered
on
the
Fund’s
financial
statements,
or
any
matter
that
was
either,
(i)
the
subject
of
a
“disagreement,”
as
defined
in
Item
304(a)(1)
(iv)
of
Regulation
S-K
and
the
instructions
thereto;
or
(ii)
"reportable
events,"
as
defined
in
Item
304(a)(1)
(v)
of
Regulation
S-K.
Proxy
Voting
Information
A
description
of
the
policies
and
procedures
that
the
Fund
uses
to
determine
how
to
vote
proxies
relating
to
securities
held
in
the
Fund’s
portfolio
is
available,
without
charge
and
upon
request,
by
calling
(800)
441-7031
and
on
the
U.S.
Securities
and
Exchange
Commission's
(the
"SEC")
website
at
www.sec.gov.
The
Fund’s
proxy
voting
record
for
the
most
recent
twelve-month
period
ended
June
30
is
available,
without
charge
and
upon
request,
by
calling
(800)
441-7031
and
on
the
SEC’s
website
at
www.sec.gov.
Lisanti
Small
Cap
Growth
Fund
ADDITIONAL
INFORMATION
June
30,
2023
19
Availability
of
Quarterly
Portfolio
Schedules
The
Fund
files
its
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
Forms
N-PORT
are
available
free
of
charge
on
the
SEC’s
website
at
www.sec.gov.
Shareholder
Expense
Example
As
a
shareholder
of
the
Fund,
you
incur
two
types
of
costs:
(1)
transaction
costs,
including
redemption
fees
and
exchange
fees,
and
(2)
ongoing
costs,
including
management
fees
and
other
Fund
expenses.
This
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
Fund,
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
period
and
held
for
the
entire
period
from
January
1,
2022
through
June
30,
2023.
Actual
Expenses
–
The
first
line
of
the
table
below
provides
information
about
actual
account
values
and
actual
expenses.
You
may
use
the
information
in
this
line,
together
with
the
amount
you
invested,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
in
the
first
line
under
the
heading
entitled
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
the
period.
Hypothetical
Example
for
Comparison
Purposes
–
The
second
line
of
the
table
below
provides
information
about
hypothetical
account
values
and
hypothetical
expenses
based
on
the
Fund’s
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Fund’s
actual
return.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
You
may
use
this
information
to
compare
the
ongoing
costs
of
investing
in
the
Fund
and
other
funds.
To
do
so,
compare
this
5%
hypothetical
example
with
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
other
funds.
Please
note
that
the
expenses
shown
in
the
table
are
meant
to
highlight
your
ongoing
costs
only
and
do
not
reflect
any
transactional
costs,
such
as
redemption
fees
and
exchange
fees.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
In
addition,
if
these
transactional
costs
had
been
included,
your
costs
would
have
been
higher.
Lisanti
Small
Cap
Growth
Fund
ADDITIONAL
INFORMATION
June
30,
2023
20
Beginning
Account
Value
January
1,
2023
Ending
Account
Value
June
30,
2023
Expenses
Paid
During
Period*
Annualized
Expense
Ratio*
Actual
$
1,000.00
$
1,077.01
$
6.90
1.34%
Hypothetical
(5%
return
before
expenses)
$
1,000.00
$
1,018.15
$
6.71
1.34%
*
Expenses
are
equal
to
the
Fund’s
annualized
expense
ratio
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half-year
(181)
divided
by
365
to
reflect
the
half-year
period.
Lisanti
Small
Cap
Growth
Fund
P.O.
Box
588
Portland,
ME
04112
(800)
441-7031
www.lisantismallcap.com
Investment
Adviser
Lisanti
Capital
Growth,
LLC
777
Third
Avenue,
14th
Floor
New
York,
NY
10017
Distributor
Foreside
Fund
Services,
LLC
Three
Canal
Plaza
Suite
100
Portland,
ME
04101
www.foreside.com
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
the
Fund.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
an
effective
prospectus,
which
includes
information
regarding
the
Fund’s
risks,
objectives,
fees
and
expenses,
experience
of
its
management
and
other
information.
228
-
SAR
-
0623
Semi-Annual
Report
JUNE
30,
2023
(
Unaudited
)
Table
of
Contents
A
Message
to
Our
Shareholders
1
Performance
Chart
and
Analysis
7
Schedule
of
Investments
8
Statement
of
Assets
and
Liabilities
11
Statement
of
Operations
12
Statements
of
Changes
in
Net
Assets
13
Financial
Highlights
14
Notes
to
Financial
Statements
15
Additional
Information
21
1
Polaris
Global
Value
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
JUNE
30,
2023
Dear
Fellow
Shareholder,
Information
technology
companies
led
global
market
gains
for
the
six-month
period
ended
June
30,
2023.
Initially,
investors
were
drawn
to
IT
stocks
as
a
potential
safe
haven
in
the
face
of
U.S.
bank
collapses;
then
tech
stocks
heated
up
on
artificial
intelligence
(AI)
advances
and
surging
semiconductor
sales.
Mega
cap
tech
stocks
increased
the
disparity
between
growth
and
value
performance
year-to-date
(through
June
30,
2023),
as
evidenced
by
the
MSCI
World
Growth
Index
(net)
up
27.09%
while
the
comparative
MSCI
World
Value
Index
(net)
gained
3.98%.
In
this
environment,
the
Polaris
Global
Value
Fund
(the
“Fund”)
gained
4.56%,
ahead
of
the
Value
Index,
for
the
six-month
period,
but
lagged
the
MSCI
World
Index
at
15.09%.
In
addition
to
IT
stocks,
the
Fund
captured
double-digit
gains
from
the
consumer
discretionary
and
industrial
sectors,
followed
by
more
modest
absolute
positive
contributions
from
communication
services,
materials
and
consumer
staples.
Defensive
sectors,
including
health
care,
utilities
and
energy,
declined
most.
The
Fund’s
overweight
position
in
the
hard-hit
financial
sector
dragged
on
performance.
At
the
country
level,
Japan
was
the
top
contributor
on
the
back
of
Marubeni
Corp.,
Honda
Motor
Co.
Sony
Group
Corp.
and
Daicel
Corp.
Holdings
in
South
Korea,
Canada,
Germany
and
Sweden
added
to
performance.
The
Fund’s
holdings
in
the
United
States,
Ireland,
Norway
detracted.
*Inception-to-date
(Inception
7/31/1989)
Performance
data
quoted
represents
past
performance
and
is
no
guarantee
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
quoted.
Returns
for
more
than
one
year
are
annualized.
Investment
return
and
principal
value
will
fluctuate
so
that
an
investor's
shares,
when
redeemed,
may
be
worth
more
or
less
than
original
cost.
For
the
most
recent
month
end
performance,
please
call
(888)
263-5594.
Short‐term
performance
is
not
a
good
indication
of
the
Fund's
future
performance,
and
an
investment
should
not
be
made
based
solely
on
returns.
As
stated
in
the
current
prospectus,
the
Fund’s
total
annual
operating
expense
ratio
is
1.23%.
The
Fund’s
annual
operating
expense
ratio
has
been
reduced
to
0.99%,
effective
as
of
January
1,
2014
through
April
30,
2024,
due
to
the
Adviser’s
contractual
agreement
to
waive
its
fee
and/or
reimburse
expenses
to
limit
Total
Annual
Fund
Operating
Expenses.
Shares
redeemed
or
exchanged
within
180
days
of
purchase
will
be
charged
a
1.00%
fee.
Fund
performance
returns
shown
do
not
reflect
this
fee;
if
reflected,
the
returns
would
have
been
lower.
SIX-MONTH
PERFORMANCE
ANALYSIS:
As
would
be
expected
in
a
cyclical
growth
market,
holdings
in
the
IT
sector
dominated.
South
Korea’s
SK
Hynix
and
Samsung
Electronics
benefited
from
a
number
of
tailwinds:
1)
new
investment
powering
the
AI
infrastructure
buildout,
2)
recovery
in
the
semiconductor
cycle
and
3)
market
share
leverage
as
competitor
Micron
was
banned
by
Chinese
government.
OpenText,
the
Canadian
software
company,
gained
on
upbeat
second
quarter
results;
importantly,
the
merger
integration
of
Micro
Focus
did
not
impede
OpenText’s
organic
growth
goals.
2023
Annualized
As
of  June
30,
2023
YTD
Q
II
Q
I
1
Yr
3
Yrs
5
Yrs
10
Yrs
15
Yrs
20
Yrs
ITD*
Polaris
Global
Value
Fund
4.56%
1.70%
2.81%
10.78%
11.82%
4.21%
7.51%
6.98%
8.10%
8.83%
MSCI
World
Index,
net
dividends
reinvested
15.09%
6.83%
7.73%
18.51%
12.18%
9.07%
9.50%
7.19%
8.37%
6.97%
2
Polaris
Global
Value
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
JUNE
30,
2023
Among
U.S.
technology
companies,
MKS
Instruments
reported
better
than
anticipated
quarterly
results
with
good
revenues
from
electronics,
packaging
and
specialty
industrial
divisions.
MKS
also
announced
progress
in
acquisition
integration
of
Atotech
Ltd.
Chip
and
electronic
components
distributor
Arrow
Electronics
cited
new
high-margin
customer
and
design
wins.
In
a
move
well
received
by
the
market,
Microsoft
hosted
an
event
on
the
future
of
AI,
highlighting
its
multi-billion
dollar
bet
on
OpenAI,
an
AI-powered
Bing
search
engine,
Security
Copilot
cybersecurity
AI
and
the
integration
of
ChatGPT
within
the
Copilot
software.
The
vast
majority
of
consumer
discretionary
holdings
had
notable
gains,
led
by
double-digit
returns
from
Kia
Corp.,
Honda
Motor
Co,
Sony
Group
Corp.
and
LG
Electronics.
Japan’s
Honda
Motor
Co.
updated
its
operating
profit
guidance
for
the
year
on
the
back
of
expected
higher
sales
volume
and
a
strengthening
supply
chain.
South
Korea’s
Kia
Corp.
announced
strong
May
global
sales,
with
SUV
models
leading
the
way.
Both
automakers
raised
their
electric
vehicle
production
targets
as
the
EV
market
gains
momentum.
Sony
Corp.
introduced
PlayStation
VR2,
which
served
as
a
launch
platform
for
other
popular
games
and
networking
services.
LG
Electronics
Inc.
announced
steady
first
quarter
2023
earnings
thanks
to
stabilized
material
costs
and
sales
of
home
appliances.
Allison
Transmission
Holdings,
Marubeni
Corp.,
Vinci
SA
and
SKF
AB
boosted
industrial
sector
returns.
Allison
Transmission
was
up
after
the
Institute
for
Supply
Management
cited
promising
freight
trends;
this
may
bode
well
for
Allison’s
order
volume
in
the
coming
months.
The
company
also
released
its
ESG
report,
which
highlighted
its
outstanding
electric
vehicle
technology
innovation
and
propulsions
solutions.
Marubeni
continued
to
perform
exceptionally
well
through
the
first
half
of
the
year,
attributable
to
underlying
business
fundamentals,
organic
growth
in
key
divisions,
environmental
initiatives,
and
a
boost
from
Berkshire
Hathaway’s
investment.
SKF
AB,
the
Swedish
bearing
and
seal
manufacturer,
reported
strong
quarterly
earnings
on
impressive
organic
growth,
product
mix
and
volumes.
The
market’s
concerns
about
industrial
production
activity
were
for
naught,
as
SKF
reported
solid
industrial
and
auto
sector
demand,
specifically
highlighting
their
ball
bearing
applications
in
the
burgeoning
EV
marketplace.
In
communication
services,
Publicis
Groupe,
Deutsche
Telekom
and
Interpublic
Group
of
Cos.
each
posted
double-digit
returns
for
the
period.
French
advertising
company
Publicis
released
full-year
earnings,
highlighting
2022
organic
growth
backed
by
its
productive
Epsilon
and
Sapient
divisions.
Organic
growth
strategy
within
non-traditional
marketing
venues
was
supplemented
by
acquisitive
growth,
with
Publicis
purchasing
Practia,
one
of
Latin
America’s
leading
tech
and
digital
business
transformation
providers.
Europe’s
largest
telecom
group,
Deutsche
Telekom,
reported
strong
2022
earnings
with
total
revenue
increasing,
free
cash
flow
up
30%
and
healthy
guidance
for
2023.
The
company
reported
strong
customer
growth
in
Germany,
while
its
T-Mobile
division
continued
to
usurp
market
share
from
AT&T
and
other
U.S.
providers.
Stock
prices
dropped
at
small
U.S.
banks
such
as
Webster
Financial,
Colony
Bankcorp
Inc.
and
Dime
Community.
Much,
if
not
all,
of
the
declines
stemmed
directly
from
the
Signature/Silicon
Valley
Bank
(SVB)
failures
and
concerns
about
a
broader
banking
crisis,
which
has
not
come
to
pass.
Most
U.S.
banks
are
on
solid
footing,
having
shored
up
balance
sheets
and
capital
ratios
after
the
Great
Financial
Crisis
of
2008.
SVB
and
Signature
were
outliers,
heavily
dependent
on
tech
and
cryptocurrency
clients
and
overextended
with
long
maturity
bonds.
Yet
banks
were
punished
in
an
industry-wide
“crisis
of
confidence”.
We
believe
the
Fund’s
bank
holdings
to
be
fundamentally
sound,
with
diversified
deposit
franchises
and
liability
mix,
while
many
offer
insured
cash
sweep
products
that
alleviate
FDIC
insurance
concerns.
3
Polaris
Global
Value
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
JUNE
30,
2023
Energy
sector
losses
were
attributable
to
NOV
Inc.
NOV
is
seeing
very
healthy
demand
and
has
a
strong
order
book.
However,
the
main
steel
supplier
for
NOV’s
drill
pipe
business
experienced
manufacturing
issues.
The
need
to
limit
shipments
and
source
alternative
materials
impacted
NOV’s
profits
in
this
division.
The
sole
holding
in
utilities,
NextEra
Energy
Inc.
declined
without
reason.
The
company
reported
solid
first
quarter
2023
earnings,
beating
analyst
estimates
for
both
revenue
and
earnings
per
share,
while
offering
upbeat
guidance.
We
can
only
surmise
that
the
decline
was
due
to
profit
taking.
The
Fund’s
health
care
holdings,
Jazz
Pharmaceutical,
United
Therapeutics
and
AbbVie
Inc.,
faced
generic
competition
threats.
It
has
long
been
forecast
that
AbbVie
will
lose
its
monopoly
on
arthritis
drug
Humira
as
the
first
generic
biosimilar
hits
the
market
in
2023.
Investors
sold
down
the
name;
however,
AbbVie
has
an
impressive
aesthetics
and
drug
pipeline
generally
performing
in
line
with
expectations.
Jazz
Pharmaceutical
filed
a
lawsuit
with
the
FDA
challenging
the
approval
of
a
generic
oxybate
drug
for
narcolepsy.
Jazz
claims
its
orphan
drug
exclusivity
was
violated
by
Avadel’s
higher-sodium
formulation,
which
does
not
demonstrate
comparable
safety.
It
is
worth
noting
that
Jazz’s
low
sodium
alternative,
Zywav,
currently
has
no
competition,
mitigates
co-morbidities
related
to
high
blood
pressure,
and
is
quickly
gaining
traction.
United
Therapeutics
was
embroiled
in
a
patent
battle
over
its
vasodilator
for
pulmonary
arterial
hypertension.
ANI
Pharmaceuticals,
Inc.
is
seeking
to
market
a
generic
version
of
this
vasodilator
in
the
United
States.
Lastly,
CVS
Health
Corp.
completed
two
meaningful
acquisitions
in
the
past
six
months
(Signify
Health
and
Oak
Street
Health);
although
these
look
to
be
strategic
assets,
the
market
penalized
CVS
on
the
premiums
paid.
During
the
reporting
period,
the
Fund
exited
positions
in
Intel
Corp.,
Babcock
International
and
Hyundai
Mobis,
the
latter
of
which
was
sold
opportunistically
following
a
strong
stock
price
recovery.
Sale
proceeds
were
used
to
purchase
five
new
investments,
including
Canadian
Tire,
one
of
the
oldest
and
largest
general
merchandisers
in
Canada.
Canadian
Tire
has
a
diversified
business
model,
with
ownership
of
their
own
real
estate,
credit
card
operations
and
other
retail
lines
including
Sport
Chek,
Mark's
and
Helly
Hansen.
Teleperformance
is
a
global
leader
in
customer
interaction
management,
serving
thousands
of
customers
in
170
markets.
Following
a
major
acquisition
coupled
with
AI
concerns,
the
stock
traded
at
a
steep
discount,
offering
a
prime
opportunity
to
buy.
We
believe
AI
will
be
an
efficiency
enabler
for
Teleperformance’s
business,
not
a
disruptor.
TotalEnergies
adeptly
navigates
the
transition
from
a
traditional
oil
and
gas
company
to
an
integrated
energy
company,
comprising
an
upstream
business
that
branches
out
into
an
LNG
business
with
global
reach
and
an
enviable
renewable
energy
portfolio.
Tecnoglass
is
a
U.S.-listed
Colombian
architectural
glass
supplier
for
commercial
and
residential
construction
primarily
servicing
the
attractive
Southeast
market
including
Florida
and
Texas.
The
company
has
a
sizeable
cost
advantage
on
labor
and
energy,
resulting
in
significant
market
share
gains
and
sector
leading
margins.
Following
the
recent
banking
crisis,
some
high-quality
banks
were
trading
at
attractive
valuations.
We
picked
up
Texas-
based
bank,
Cullen/Frost,
which
has
had
29
straight
years
of
dividend
increases.
Its
conservative
culture
is
evidenced
by
its
low
loan
to
deposit
ratio
and
ample
liquidity,
positioning
itself
for
further
profitable
growth
as
peers
pull
back
on
lending.
4
Polaris
Global
Value
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
JUNE
30,
2023
The
following
table
shows
the
Fund’s
asset
allocation
at
June
30,
2023.
Table
may
not
cross
foot
due
to
rounding.
INVESTMENT
ENVIRONMENT
AND
STRATEGY:
Global
markets
were
resilient
throughout
the
first
half
of
2023
on
decent
corporate
earnings,
bank
stability
and
seemingly
tempered
inflation.
Speculation
on
slowing
inflation
may
prove
premature
as
June’s
U.S.
labor
report
cited
more
than
200,000
jobs
added;
the
U.S.
economy’s
strength
confounds
the
Federal
Reserve’s
drive
to
slow
growth.
Eurozone
central
banks
face
a
similar
predicament,
as
persistent
inflation
starts
to
wear
down
the
consumer.
Anecdotal
evidence
suggests
curtailed
spending
on
housing,
discretionary
items
and
even
some
consumer
staples.
Yet
there
are
some
surprisingly
resilient
consumer
components,
like
auto
sales.
For
every
bright
spot
in
the
economy,
there
appears
a
counterbalance
on
both
a
sector
and
country
basis.
While
a
strong
job
market
props
up
the
U.S.
economy,
the
backdrop
in
Europe
is
less
promising.
Industrial/manufacturing
output
in
the
Eurozone
stalled,
as
concerns
arose
about
demand,
interest
rates,
cost
of
living
and
the
subsequent
possibility
of
a
deeper
recession.
Yet
the
Eurozone
services
sector
was
in
solidly
expansionary
territory.
Asian
economies
will
depend
on
India’s
breakneck
growth,
while
the
rest
of
Asia
(including
China)
faces
post-pandemic
headwinds
on
weakening
external
demand,
especially
for
tech
and
consumer
exports.
Regardless
of
country
or
sector,
most
companies
are
echoing
the
same
sentiment:
there
are
high-cost
pressures
(related
to
labor,
supply
and/or
raw
materials)
not
likely
to
go
away
in
the
near
term.
Stubbornly-high
inflation
may
require
future
rate
hikes,
bursting
the
bubble
of
some
hyped-up
growth
stocks.
We
expect
a
reversion
to
the
mean,
as
a
normalized
environment
and
even
playing
field
allow
our
value
portfolio
to
perform
as
intended.
As
always,
we
welcome
your
questions
and
comments.
MSCI
World
Index
Portfolio
Weight
Energy
Utilities
Materials
Industrials
Consumer
Discretionary
Consumer
Staples
Health
Care
Financials
Info.
Tech.
Comm.
Services
Real
Estate
Cash
N.
America
72.6%
51.3%
3.8%
1.1%
3.4%
4.5%
5.1%
2.4%
8.9%
13.0%
7.9%
1.3%
0.0%
0.0%
Japan
6.1%
7.0%
0.0%
0.0%
0.8%
1.9%
2.8%
0.0%
0.0%
0.0%
0.0%
1.3%
0.2%
0.0%
Other
Asia
3.1%
9.0%
0.0%
0.0%
0.0%
1.3%
2.2%
0.0%
0.0%
1.8%
2.8%
0.9%
0.0%
0.0%
Europe
16.0%
25.8%
1.1%
0.0%
4.5%
2.9%
4.2%
2.3%
2.4%
4.7%
0.0%
3.6%
0.0%
0.0%
Scandinavia
2.1%
5.6%
0.0%
0.0%
1.0%
1.8%
0.3%
0.0%
0.0%
2.5%
0.0%
0.0%
0.0%
0.0%
Africa
&
S.
America
0.0%
0.7%
0.0%
0.0%
0.5%
0.2%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
Cash
0.0%
0.5%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
0.5%
Portfolio
Totals
100.0%
4.9%
1.1%
10.3%
12.7%
14.7%
4.7%
11.4%
22.0%
10.6%
7.0%
0.2%
0.5%
MSCI
World
Weight
4.6%
2.8%
4.1%
11.1%
11.1%
7.4%
12.8%
14.6%
22.2%
7.0%
2.3%
0.0%
5
Polaris
Global
Value
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
JUNE
30,
2023
Sincerely,
Bernard
R.
Horn,
Jr.,
Shareholder
and
Portfolio
Manager
As
of
June
30,
2023,
the
Fund’s
largest
equity
holdings
and
the
percentages
they
represent
in
the
Fund’s
portfolio
market
value
were
as
follows
and
are
subject
to
change:
The
Fund’s
annual
performance
as
compared
to
the
benchmark
has
been
as
follows:
Historical
Calendar
Year
Annual
Returns
(years
ended
December
31)
Percentage
of
Issuer
Total
Market
Value
Marubeni
Corp.
1.9%
Arrow
Electronics,
Inc.
1.8%
Allison
Transmission
Holdings,
Inc.
1.8%
Publicis
Groupe
SA
1.8%
Microsoft
Corp.
1.7%
Percentage
of
Issuer
Total
Market
Value
Williams
Cos.,
Inc.
1.6%
Muenchener
Rueckversicherungs-
Gesellschaft
AG
in
Muenchen,
Class R
1.6%
Horizon
Therapeutics
PLC
1.6%
Kia
Corp.
1.5%
Linde
PLC
1.5%
Polaris
Global
Value
Fund
MSCI
World
Index
2022
-12.01%
-18.14%
2021
15.3
6
%
21.82%
2020
6.6
8
%
15.90%
2019
22.79%
27.67%
2018
-12.66%
-8.71%
2017
20.61%
22.40%
2016
11.67%
7.51%
2015
1.55%
-0.87%
2014
3.68%
4.94%
2013
36.94%
26.68%
2012
21.00%
15.83%
2011
-8.16%
-5.54%
2010
20.64%
11.76%
2009
35.46%
29.99%
2008
-46.19%
-40.71%
2007
-3.97%
9.04%
2006
24.57%
20.07%
Polaris
Global
Value
Fund
MSCI
World
Index
2005
10.52%
9.49%
2004
23.63%
14.72%
2003
47.06%
33.11%
2002
3.82%
-19.89%
2001
2.21%
-16.82%
2000
-5.82%
-13.18%
1999
16.50%
24.94%
1998
-8.85%
24.34%
1997
34.55%
15.76%
1996
23.34%
13.48%
1995
31.82%
20.72%
1994
-2.78%
5.08%
1993
25.70%
22.50%
1992
9.78%
-5.23%
1991
17.18%
18.28%
1990
-11.74%
-17.02%
6
Polaris
Global
Value
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
JUNE
30,
2023
IMPORTANT
INFORMATION
The
Fund
invests
in
securities
of
foreign
issuers,
including
issuers
located
in
countries
with
emerging
capital
markets.
Investments
in
such
securities
entail
certain
risks
not
associated
with
investments
in
domestic
securities,
such
as
volatility
of
currency
exchange
rates,
and
in
some
cases,
political
and
economic
instability
and
relatively
illiquid
markets.
Options
trading
involves
risk
and
is
not
suitable
for
all
investors.
Fund
performance
includes
reinvestment
of
dividends
and
capital
gains.
During
the
period,
some
of
the
Fund’s
fees
were
waived
or
expenses
reimbursed.
In
the
absence
of
these
waivers
and
reimbursements,
performance
figures
would
be
lower.
On
June
1,
1998,
a
limited
partnership
managed
by
the
adviser
reorganized
into
the
Fund.
The
predecessor
limited
partnership
maintained
an
investment
objective
and
investment
policies
that
were,
in
all
material
respects,
equivalent
to
those
of
the
Fund.
The
Fund’s
performance
for
the
periods
before
June
1,
1998
is
that
of
the
limited
partnership
and
includes
the
expenses
of
the
limited
partnership.
If
the
limited
partnership’s
performance
had
been
readjusted
to
reflect
the
second
year
expenses
of
the
Fund,
the
Fund’s
performance
for
all
the
periods
would
have
been
lower.
The
limited
partnership
was
not
registered
under
the
Investment
Company
Act
of
1940
and
was
not
subject
to
certain
investment
limitations,
diversification
requirements,
and
other
restrictions
imposed
by
the
1940
Act
and
the
Internal
Revenue
Code,
which,
if
applicable,
may
have
adversely
affected
its
performance.
The
MSCI
World
Index
measures
the
performance
of
a
diverse
range
of
global
stock
markets
in
the
United
States,
Canada,
Europe,
Australia,
New
Zealand,
Israel
and
the
Far
East.
The
MSCI
World
Index
is
unmanaged
and
does
include
the
reinvestment
of
dividends,
net
of
withholding
taxes.
The
MSCI
World
Growth
Index
and
MSCI
World
Value
Index
capture
large-
and
mid-cap
securities
exhibiting
overall
growth
and
value
style
characteristics,
respectively,
across
23
developed
market
countries.
One
cannot
invest
directly
in
an
index.
The
views
in
this
letter
were
those
of
the
Fund
manager
as
of
June
30,
2023
and
may
not
reflect
the
views
of
the
manager
after
the
publication
date.
These
views
are
intended
to
assist
shareholders
of
the
Fund
in
understanding
their
investment
and
do
not
constitute
investment
advice.
7
Polaris
Global
Value
Fund
PERFORMANCE
CHART
AND
ANALYSIS
JUNE
30,
2023
The
following
chart
reflects
the
change
in
the
value
of
a
hypothetical
$10,000
investment,
including
reinvested
dividends
and
distributions,
in
the
Polaris
Global
Value
Fund
(the”Fund”)
compared
with
the
performance
of
the
benchmark,
MSCI
World
Index,
over
the
past
ten
fiscal
years.
The
MSCI
World
Index
captures
large
and
mid
cap
representation
across
23
developed
markets
countries:
Australia,
Austria,
Belgium,
Canada,
Denmark,
Finland,
France,
Germany,
Hong
Kong,
Ireland,
Israel,
Italy,
Japan,
the
Netherlands,
New
Zealand,
Norway,
Portugal,
Singapore,
Spain,
Sweden,
Switzerland,
the
United
Kingdom
and
the
United
States.
The
total
return
of
the
index
includes
the
reinvestment
of
dividends
and
income.
The
total
return
of
the
Fund
includes
operating
expenses
that
reduce
returns,
while
the
total
return
of
the
index
does
not
include
expenses.
The
Fund
is
professionally
managed,
while
the
index
is
unmanaged
and
is
not
available
for
investment.
Comparison
of
Change
in
Value
of
a
$10,000
Investment
Polaris
Global
Value
Fund
vs.
MSCI
World
Index
Performance
data
quoted
represents
past
performance
and
is
no
guarantee
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
quoted.
Investment
return
and
principal
value
will
fluctuate
so
that
shares,
when
redeemed,
may
be
worth
more
or
less
than
original
cost.
For
the
most
recent
month-end
performance,
please
call
(888)
263-5594.
As
stated
in
the
Fund’s
prospectus,
the
annual
operating
expense
ratio
(gross)
is
1.23%.
However,
the
Fund’s
adviser has
contractually
agreed
to
waive
its
fee
and/or
reimburse
Fund
expenses
to
limit
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
(excluding
all
taxes,
interest,
portfolio
transaction
expenses,
dividend
and
interest
expense
on
short
sales,
acquired
fund
fees
and
expenses,
proxy
expenses
and
extraordinary
expenses)
to
0.99%,
through
April
30,
2024
(the
“Expense
Cap”).
The
Expense
Cap
may
be
raised
or
eliminated
only
with
the
consent
of
the
Board
of
Trustees.
During
the
period,
certain
fees
were
waived
and/
or
expenses
reimbursed;
otherwise,
returns
would
have
been
lower.
Shares
redeemed
or
exchanged
within
180
days
of
purchase
will
be
charged
a
1.00%
redemption
fee.
The
performance
table
and
graph
do
not
reflect
the
deduction
of
taxes
that
a
shareholder
would
pay
on
Fund
distributions
or
the
redemption
of
Fund
shares.
Returns
greater
than
one
year
are
annualized.
Because
of
ongoing
market
volatility,
Fund
performance
may
be
subject
to
substantial
short-term
changes.
Average
Annual
Total
Returns
Periods
Ended
June
30,
2023
One
Year
Five
Year
Ten
Year
Polaris
Global
Value
Fund
10.78%
4.21%
7.51%
MSCI
World
Index
18.51%
9.07%
9.50%
Polaris
Global
Value
Fund
SCHEDULE
OF
INVESTMENTS
JUNE
30,
2023
8
See
Notes
to
Financial
Statements.
Shares
Security
Description
Value
Common
Stock
-
99.3%
Canada
-
7.5%
38,800‌
Canadian
Tire
Corp.,
Ltd.,
Class A
$
5,304,741‌
436,400‌
Lundin
Mining
Corp.
3,419,387‌
89,079‌
Magna
International,
Inc.
5,029,038‌
125,937‌
Methanex
Corp.
5,203,843‌
141,600‌
Open
Text
Corp.
5,889,534‌
82,204‌
Toronto-Dominion
Bank
5,095,128‌
29,941,671‌
Chile
-
0.5%
115,000‌
Antofagasta
PLC
2,133,789‌
China
-
1.3%
3,632,000‌
Weichai
Power
Co.,
Ltd.
5,321,001‌
Colombia
-
0.2%
13,700‌
Tecnoglass,
Inc.
707,742‌
France
-
7.4%
153,100‌
Cie
Generale
des
Etablissements
Michelin
SCA
4,520,719‌
54,107‌
IPSOS
3,008,168‌
88,976‌
Publicis
Groupe
SA
7,136,162‌
27,400‌
Teleperformance
4,587,984‌
77,200‌
TotalEnergies
SE
4,426,847‌
49,853‌
Vinci
SA
5,787,031‌
29,466,911‌
Germany
-
4.5%
189,548‌
Deutsche
Telekom
AG
4,131,733‌
167,400‌
flatexDEGIRO
AG 
(a)
1,659,346‌
27,200‌
Hannover
Rueck
SE
5,768,434‌
16,600‌
Muenchener
Rueckversicherungs-Gesellschaft
AG
in
Muenchen,
Class R
6,223,945‌
17,783,458‌
Ireland
-
2.5%
1,036,300‌
Greencore
Group
PLC 
(a)
962,069‌
33,900‌
Jazz
Pharmaceuticals
PLC 
(a)
4,202,583‌
141,352‌
Smurfit
Kappa
Group
PLC
4,709,050‌
9,873,702‌
Italy
-
0.3%
4,371,673‌
TREVI
-
Finanziaria
Industriale
SpA 
(a)
1,357,171‌
Japan
-
7.0%
367,000‌
Daicel
Corp.
3,270,813‌
7,300‌
Daito
Trust
Construction
Co.,
Ltd.
737,867‌
186,500‌
Honda
Motor
Co.,
Ltd.
5,610,704‌
166,400‌
KDDI
Corp.
5,131,709‌
454,500‌
Marubeni
Corp.
7,685,505‌
62,500‌
Sony
Group
Corp.
5,615,666‌
28,052,264‌
Shares
Security
Description
Value
Netherlands
-
1.3%
153,000‌
Koninklijke
Ahold
Delhaize
NV
$
5,218,971‌
Norway
-
3.6%
244,996‌
DNB
Bank
ASA
4,581,007‌
329,537‌
SpareBank
1
SR-Bank
ASA
3,994,258‌
158,654‌
Sparebanken
Vest
1,522,449‌
116,600‌
Yara
International
ASA
4,117,109‌
14,214,823‌
Puerto
Rico
-
1.0%
69,600‌
Popular,
Inc.
4,212,192‌
Russia
-
0.0%
3,148,600‌
Alrosa
PJSC 
(a)(b)
352‌
Singapore
-
1.2%
225,050‌
United
Overseas
Bank,
Ltd.
4,659,420‌
South
Korea
-
6.5%
91,400‌
Kia
Corp.
6,138,884‌
28,400‌
LG
Electronics,
Inc.
2,730,831‌
427,515‌
LG
Uplus
Corp.
3,481,377‌
104,584‌
Samsung
Electronics
Co.,
Ltd.
5,730,630‌
97,000‌
Shinhan
Financial
Group
Co.,
Ltd.
2,502,941‌
61,400‌
SK
Hynix,
Inc.
5,368,102‌
25,952,765‌
Sweden
-
2.1%
119,300‌
Duni
AB,
Class A
1,172,498‌
100,203‌
Loomis
AB
2,922,841‌
240,300‌
SKF
AB,
Class B
4,179,770‌
8,275,109‌
Switzerland
-
2.6%
26,144‌
Chubb,
Ltd.
5,034,289‌
54,200‌
Novartis
AG
5,449,975‌
10,484,264‌
United
Kingdom
-
7.1%
348,500‌
Amcor
PLC
3,478,030‌
147,425‌
Bellway
PLC
3,722,125‌
280,172‌
Inchcape
PLC
2,766,487‌
15,513‌
Linde
PLC
5,911,694‌
251,079‌
Mondi
PLC
3,823,253‌
59,028‌
Next
PLC
5,172,621‌
171,300‌
Nomad
Foods,
Ltd. 
(a)
3,001,176‌
495,667‌
Taylor
Wimpey
PLC
646,808‌
28,522,194‌
United
States
-
42.7%
40,551‌
AbbVie,
Inc.
5,463,436‌
128,900‌
Allison
Transmission
Holdings,
Inc.
7,277,694‌
51,200‌
Arrow
Electronics,
Inc. 
(a)
7,333,376‌
110,500‌
Avnet,
Inc.
5,574,725‌
76,400‌
Berry
Global
Group,
Inc.
4,915,576‌
Polaris
Global
Value
Fund
SCHEDULE
OF
INVESTMENTS
JUNE
30,
2023
9
See
Notes
to
Financial
Statements.
The
following
is
a
summary
of
the
inputs
used
to
value
the
Fund's investments
as
of
June
30,
2023. 
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risks
associated
with
investing
in
those
securities.
For
more
information
on
valuation
inputs,
and
their
aggregation
into
the
levels
used
in
the
table
below,
please
refer
to
the
Security
Valuation
section
in
Note
2
of
the
accompanying
Notes
to
Financial
Statements.
Shares
Security
Description
Value
United
States
-
42.7%
(continued)
103,900‌
Brookline
Bancorp,
Inc.
$
908,086‌
14,200‌
Cambridge
Bancorp
771,202‌
45,800‌
Capital
One
Financial
Corp.
5,009,146‌
54,351‌
Carter's,
Inc.
3,945,883‌
219,774‌
Colony
Bankcorp,
Inc.
2,070,271‌
48,176‌
Crocs,
Inc. 
(a)
5,416,909‌
24,700‌
Cullen/Frost
Bankers,
Inc.
2,655,991‌
55,600‌
CVS
Health
Corp.
3,843,628‌
62,335‌
Dime
Community
Bancshares,
Inc.
1,098,966‌
11,100‌
Elevance
Health,
Inc.
4,931,619‌
22,767‌
General
Dynamics
Corp.
4,898,320‌
68,100‌
Gilead
Sciences,
Inc.
5,248,467‌
60,400‌
Horizon
Therapeutics
PLC 
(a)
6,212,140‌
49,800‌
Ingredion,
Inc.
5,276,310‌
108,963‌
International
Bancshares
Corp.
4,816,165‌
33,400‌
JPMorgan
Chase
&
Co.
4,857,696‌
25,800‌
M&T
Bank
Corp.
3,193,008‌
42,982‌
Marathon
Petroleum
Corp.
5,011,701‌
19,400‌
Microsoft
Corp.
6,606,476‌
54,600‌
MKS
Instruments,
Inc.
5,902,260‌
57,176‌
NextEra
Energy,
Inc.
4,242,459‌
52,500‌
Northern
Trust
Corp.
3,892,350‌
227,722‌
NOV,
Inc.
3,652,661‌
46,600‌
Premier
Financial
Corp.
746,532‌
55,429‌
Sally
Beauty
Holdings,
Inc. 
(a)
684,548‌
52,100‌
Science
Applications
International
Corp.
5,860,208‌
271,500‌
SLM
Corp.
4,430,880‌
107,200‌
The
Carlyle
Group,
Inc.
3,425,040‌
135,000‌
The
Interpublic
Group
of
Cos.,
Inc.
5,208,300‌
81,200‌
Tyson
Foods,
Inc.,
Class A
4,144,448‌
19,300‌
United
Therapeutics
Corp. 
(a)
4,260,475‌
11,668‌
UnitedHealth
Group,
Inc.
5,608,108‌
120,438‌
Webster
Financial
Corp.
4,546,534‌
192,500‌
Williams
Cos.,
Inc.
6,281,275‌
170,222,869‌
Total
Common
Stock
(Cost
$322,642,655)
396,400,668‌
Shares
Security
Description
Exercise
Price
Exp.
Date
Value
Warrants
-
0.0%
10,863‌
TREVI
-
Finanziaria
Industriale
SpA 
(a)
(Cost
$1,001,312)
$
1.30‌
05/05/25
14,225‌
Shares
Security
Description
Value
Money
Market
Fund
-
0.5%
1,942,336‌
Northern
Institutional
Treasury
Portfolio
Premier
Shares,
4.96% 
(c)
(Cost
$1,942,336)
$
1,942,336‌
Contracts
Security
Description
Strike
Price
Exp.
Date
Notional
Contract
Value
Value
Purchased
Options
-
0.0%
Call
Options
Purchased
-
0.0%
555‌
CBOE
VIX
Index
$
14.00‌
07/23
$
777,000‌
81,030‌
Total
Purchased
Options
(Premiums
Paid
$497,574)
81,030‌
Investments,
at
value
-
99.8%
(Cost
$326,083,877)
$
398,438,259‌
Other
Assets
&
Liabilities,
Net
-
0.2%
601,453‌
Net
Assets
-
100.0%
$
399,039,712‌
PJSC
Public
Joint
Stock
Company
PLC
Public
Limited
Company
(a)
Non-income
producing
security.
(b)
Security
fair
valued
in
accordance
with
procedures
adopted
by
the
Board
of
Trustees.
At
the
period
end,
the
value
of
these
securities
amounted
to
$352
or
0.0%
of
net
assets.
(c)
Dividend
yield
changes
daily
to
reflect
current
market
conditions.
Rate
was
the
quoted
yield
as
of
June
30,
2023.
Polaris
Global
Value
Fund
SCHEDULE
OF
INVESTMENTS
JUNE
30,
2023
10
See
Notes
to
Financial
Statements.
The
following
is
a
reconciliation
of
Level
3
investments
for
which
significant
unobservable
inputs
were
used
to
determine
fair
value.
Level
1
Level
2
Level
3
Total
Investments
at
Value
Common
Stock
Canada
$
29,941,671‌
$
–‌
$
–‌
$
29,941,671‌
Chile
2,133,789‌
–‌
–‌
2,133,789‌
China
5,321,001‌
–‌
–‌
5,321,001‌
Colombia
707,742‌
–‌
–‌
707,742‌
France
29,466,911‌
–‌
–‌
29,466,911‌
Germany
17,783,458‌
–‌
–‌
17,783,458‌
Ireland
9,873,702‌
–‌
–‌
9,873,702‌
Italy
1,357,171‌
–‌
–‌
1,357,171‌
Japan
28,052,264‌
–‌
–‌
28,052,264‌
Netherlands
5,218,971‌
–‌
–‌
5,218,971‌
Norway
14,214,823‌
–‌
–‌
14,214,823‌
Puerto
Rico
4,212,192‌
–‌
–‌
4,212,192‌
Russia
–‌
–‌
352‌
352‌
Singapore
4,659,420‌
–‌
–‌
4,659,420‌
South
Korea
25,952,765‌
–‌
–‌
25,952,765‌
Sweden
8,275,109‌
–‌
–‌
8,275,109‌
Switzerland
10,484,264‌
–‌
–‌
10,484,264‌
United
Kingdom
28,522,194‌
–‌
–‌
28,522,194‌
United
States
170,222,869‌
–‌
–‌
170,222,869‌
Warrants
14,225‌
–‌
–‌
14,225‌
Money
Market
Fund
1,942,336‌
–‌
–‌
1,942,336‌
Purchased
Options
81,030‌
–‌
–‌
81,030‌
Investments
at
Value
$
398,437,907‌
$
–‌
$
352‌
$
398,438,259‌
Common
Stock
Balance
as
of
12/31/22
$
427
Change
in
Unrealized
Appreciation/(Depreciation)
(75
)
Balance
as
of
6/30/23
$
352
Net
change
in
unrealized
depreciation
from
investments
held
as
of
6/30/23
$
(75
)
PORTFOLIO
HOLDINGS
%
of
Total
Investments
Communication
Services
7.0‌%
Consumer
Discretionary
14.7‌%
Consumer
Staples
4.7‌%
Energy
4.9‌%
Financials
22.0‌%
Health
Care
11.3‌%
Industrials
12.7‌%
Information
Technology
10.6‌%
Materials
10.3‌%
Real
Estate
0.2‌%
Utilities
1.1‌%
Warrants
0.0‌%
Money
Market
Fund
0.5‌%
Purchased
Options
0.0‌%
100.0‌%
11
Polaris
Global
Value
Fund
STATEMENT
OF
ASSETS
AND
LIABILITIES
JUNE
30,
2023
See
Notes
to
Financial
Statements.
*
Shares
redeemed
or
exchanged
within
180
days
of
purchase
are
charged
a
1.00%
redemption
fee.
ASSETS
Investments,
at
value
(Cost
$326,083,877)
$
398,438,259‌
Receivables:
Fund
shares
sold
7,877‌
Dividends
1,039,367‌
Prepaid
expenses
29,026‌
Total
Assets
399,514,529‌
LIABILITIES
Payables:
Fund
shares
redeemed
107,908‌
Accrued
Liabilities:
Investment
adviser
fees
254,822‌
Trustees’
fees
and
expenses
221‌
Fund
services
fees
38,376‌
Other
expenses
73,490‌
Total
Liabilities
474,817‌
NET
ASSETS
$
399,039,712‌
COMPONENTS
OF
NET
ASSETS
Paid-in
capital
$
327,746,211‌
Distributable
Earnings
71,293,501‌
NET
ASSETS
$
399,039,712‌
SHARES
OF
BENEFICIAL
INTEREST
AT
NO
PAR
VALUE
(UNLIMITED
SHARES
AUTHORIZED)
13,915,260‌
NET
ASSET
VALUE,
OFFERING
AND
REDEMPTION
PRICE
PER
SHARE*
$
28.68‌
12
Polaris
Global
Value
Fund
STATEMENT
OF
OPERATIONS
SIX
MONTHS
ENDED
JUNE
30,
2023
See
Notes
to
Financial
Statements.
INVESTMENT
INCOME
Dividend
income
(Net
of
foreign
withholding
taxes
of
$675,945)
$
6,415,292‌
Interest
income
252‌
Total
Investment
Income
6,415,544‌
EXPENSES
Investment
adviser
fees
1,980,755‌
Fund
services
fees
255,832‌
Custodian
fees
37,215‌
Registration
fees
13,076‌
Professional
fees
31,191‌
Trustees'
fees
and
expenses
6,735‌
Other
expenses
102,312‌
Total
Expenses
2,427,116‌
Fees
waived
(466,167‌)
Net
Expenses
1,960,949‌
NET
INVESTMENT
INCOME
4,454,595‌
NET
REALIZED
AND
UNREALIZED
GAIN
(LOSS)
Net
realized
gain
(loss)
on:
Investments
4,913,030‌
Foreign
currency
transactions
(45,461‌)
Net
realized
gain
4,867,569‌
Net
change
in
unrealized
appreciation
(depreciation)
on:
Investments
8,877,542‌
Foreign
currency
translations
7,885‌
Purchased
options
(416,544‌)
Net
change
in
unrealized
appreciation
(depreciation)
8,468,883‌
NET
REALIZED
AND
UNREALIZED
GAIN
13,336,452‌
INCREASE
IN
NET
ASSETS
RESULTING
FROM
OPERATIONS
$
17,791,047‌
13
Polaris
Global
Value
Fund
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
See
Notes
to
Financial
Statements.
For
the
Six
Months
Ended
June
30,
2023
For
the
Year
Ended
December
31,
2022
OPERATIONS
Net
investment
income
$
4,454,595‌
$
7,245,036‌
Net
realized
gain
(loss)
4,867,569‌
(9,294,904‌)
Net
change
in
unrealized
appreciation
(depreciation)
8,468,883‌
(57,417,474‌)
Increase
(Decrease)
in
Net
Assets
Resulting
from
Operations
17,791,047‌
(59,467,342‌)
DISTRIBUTIONS
TO
SHAREHOLDERS
Total
Distributions
Paid
–‌
(13,386,981‌)
CAPITAL
SHARE
TRANSACTIONS
Sale
of
shares
4,475,312‌
32,157,816‌
Reinvestment
of
distributions
–‌
12,567,826‌
Redemption
of
shares
(15,299,840‌)
(72,602,443‌)
Redemption
fees
3,126‌
6,186‌
Decrease
in
Net
Assets
from
Capital
Share
Transactions
(10,821,402‌)
(27,870,615‌)
Increase
(Decrease)
in
Net
Assets
6,969,645‌
(100,724,938‌)
NET
ASSETS
Beginning
of
Period
392,070,067‌
492,795,005‌
End
of
Period
$
399,039,712‌
$
392,070,067‌
SHARE
TRANSACTIONS
Sale
of
shares
159,886‌
1,114,016‌
Reinvestment
of
distributions
–‌
450,865‌
Redemption
of
shares
(543,289‌)
(2,540,996‌)
Decrease
in
Shares
(383,403‌)
(976,115‌)
14
Polaris
Global
Value
Fund
FINANCIAL
HIGHLIGHTS
See
Notes
to
Financial
Statements.
These
financial
highlights
reflect
selected
data
for
a
share
outstanding
throughout
each
period
.
For
the
Six
Months
Ended
June
30,
2023
For
the
Years
Ended
December
31,
2022
2021
2020
2019
2018
NET
ASSET
VALUE,
Beginning
of
Period
$
27.42‌
$
32.26‌
$
29.12‌
$
27.72‌
$
23.41‌
$
27.71‌
INVESTMENT
OPERATIONS
Net
investment
income
(a)
0.32‌
0.50‌
0.48‌
0.32‌
0.62‌
0.47‌
Net
realized
and
unrealized
gain
(loss)
0.94‌
(4.37‌)
3.97‌
1.53‌
4.72‌
(3.97‌)
Total
from
Investment
Operations
1.26‌
(3.87‌)
4.45‌
1.85‌
5.34‌
(3.50‌)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM
Net
investment
income
–‌
(0.43‌)
(0.50‌)
(0.34‌)
(0.68‌)
(0.77‌)
Net
realized
gain
–‌
(0.54‌)
(0.81‌)
(0.11‌)
(0.35‌)
(0.03‌)
Total
Distributions
to
Shareholders
–‌
(0.97‌)
(1.31‌)
(0.45‌)
(1.03‌)
(0.80‌)
REDEMPTION
FEES(a)
0.00‌(b)
0.00‌(b)
0.00‌(b)
0.00‌(b)
0.00‌(b)
0.00‌(b)
NET
ASSET
VALUE,
End
of
Period
$
28.68‌
$
27.42‌
$
32.26‌
$
29.12‌
$
27.72‌
$
23.41‌
TOTAL
RETURN
4.56‌%(c)
(12.01‌)%
15.36‌%
6.68‌%
22.79‌%
(12.66‌)%
RATIOS/SUPPLEMENTARY
DATA
Net
Assets
at
End
of
Period
(000s
omitted)
$
399,040‌
$
392,070‌
$
492,795‌
$
450,739‌
$
468,882‌
$
422,161‌
Ratios
to
Average
Net
Assets:
Net
investment
income
2.25‌%(d)
1.74‌%
1.47‌%
1.34‌%
2.35‌%
1.74‌%
Net
expenses
0.99‌%(d)
0.99‌%
0.99‌%
0.99‌%
0.99‌%
0.99‌%
Gross
expenses
(e)
1.23‌%(d)
1.23‌%
1.21‌%
1.24‌%
1.23‌%
1.23‌%
PORTFOLIO
TURNOVER
RATE
6‌%(c)
19‌%
19‌%
57‌%
10‌%
22‌%
(a)
Calculated
based
on
average
shares
outstanding
during
each
period.
(b)
Less
than
$0.01
per
share.
(c)
Not
annualized.
(d)
Annualized.
(e)
Reflects
the
expense
ratio
excluding
any
waivers
and/or
reimbursements.
15
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2023
Note
1.
Organization
The
Polaris
Global
Value
Fund
(the
“Fund”)
is
a
diversified
portfolio
of
Forum
Funds
(the
“Trust”).
The
Trust
is
a
Delaware
statutory
trust
that
is
registered
as
an
open-end,
management
investment
company
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“Act”).
Under
its
Trust
Instrument,
the
Trust
is
authorized
to
issue
an
unlimited
number
of
the
Fund’s
shares
of
beneficial
interest
without
par
value.
The
Fund
commenced
operations
June
1,
1998
after
it
acquired
the
net
assets
of
Global
Value
Limited
Partnership
(the
“Partnership”),
in
exchange
for
Fund
shares.
The
Partnership
commenced
operations
on
July
31,
1989.
The
Fund
seeks
capital
appreciation.
Note
2.
Summary
of
Significant
Accounting
Policies
The
Fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
under
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946,
“Financial
Services
–
Investment
Companies.”
These
financial
statements
are
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“GAAP”),
which
require
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities,
the
disclosure
of
contingent
liabilities
at
the
date
of
the
financial
statements,
and
the
reported
amounts
of
increases
and
decreases
in
net
assets
from
operations
during
the
fiscal
period.
Actual
amounts
could
differ
from
those
estimates.
The
following
summarizes
the
significant
accounting
policies
of
the
Fund:
Security
Valuation
–
Securities
are
valued
at
market
prices
using
the
last
quoted
trade
or
official
closing
price
from
the
principal
exchange
where
the
security
is
traded,
as
provided
by
independent
pricing
services
on
each
Fund
business
day.
In
the
absence
of
a
last
trade,
securities
are
valued
at
the
mean
of
the
last
bid
and
ask
price
provided
by
the
pricing
service.
Forward
currency
contracts
are
generally
valued
based
on
interpolation
of
forward
curve
data
points
obtained
from
major
banking
institutions
that
deal
in
foreign
currencies
and
currency
dealers.
Shares
of
non-exchange
traded
open-end
mutual
funds
are
valued
at
net
asset
value
(“NAV”).
Short-term
investments
that
mature
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Pursuant
to
Rule
2a-5
under
the
Investment
Company
Act,
the
Trust’s
Board
of
Trustees
(the
“Board”)
has
designated
the
Adviser,
as
defined
in
Note
3,
as
the
Fund’s
valuation
designee
to
perform
any
fair
value
determinations
for
securities
and
other
assets
held
by
the
Fund.
The
Adviser
is
subject
to
the
oversight
of
the
Board
and
certain
reporting
and
other
requirements
intended
to
provide
the
Board
the
information
needed
to
oversee
the
Adviser’s
fair
value
determinations.
The
Adviser
is
responsible
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
in
accordance
with
policies
and
procedures
that
have
been
approved
by
the
Board.
Under
these
procedures,
the
Adviser
convenes
on
a
regular
and
ad
hoc
basis
to
review
such
investments
and
considers
a
number
of
factors,
including
valuation
methodologies
and
significant
unobservable
inputs,
when
arriving
at
fair
value.
The
Board
has
approved
the
Adviser’s
fair
valuation
procedures
as
a
part
of
the
Fund’s
compliance
program
and
will
review
any
changes
made
to
the
procedures.
The
Adviser
provides
fair
valuation
inputs.
In
determining
fair
valuations,
inputs
may
include
market-based
analytics
that
may
consider
related
or
comparable
assets
or
liabilities,
recent
transactions,
market
multiples,
book
values
and
other
relevant
investment
information.
Adviser
inputs
may
include
an
income-based
approach
in
which
the
anticipated
future
cash
flows
of
the
investment
are
discounted
in
determining
fair
value.
Discounts
may
also
be
applied
based
on
the
nature
or
duration
16
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2023
of
any
restrictions
on
the
disposition
of
the
investments.
The
Adviser
performs
regular
reviews
of
valuation
methodologies,
key
inputs
and
assumptions,
disposition
analysis
and
market
activity.
Fair
valuation
is
based
on
subjective
factors
and,
as
a
result,
the
fair
value
price
of
an
investment
may
differ
from
the
security’s
market
price
and
may
not
be
the
price
at
which
the
asset
may
be
sold.
Fair
valuation
could
result
in
a
different
NAV
than
a
NAV
determined
by
using
market
quotes.
GAAP
has
a
three-tier
fair
value
hierarchy.
The
basis
of
the
tiers
is
dependent
upon
the
various
“inputs”
used
to
determine
the
value
of
the
Fund’s
investments.
These
inputs
are
summarized
in
the
three
broad
levels
listed
below:
Level
1
-
Quoted
prices
in
active
markets
for
identical
assets
and
liabilities.
Level
2
-
Prices
determined
using
significant
other
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepayment
speeds,
credit
risk,
etc.).
Short-term
securities
with
maturities
of
sixty
days
or
less
are
valued
at
amortized
cost,
which
approximates
market
value,
and
are
categorized
as
Level
2
in
the
hierarchy.
Municipal
securities,
long-term
U.S.
government
obligations
and
corporate
debt
securities
are
valued
in
accordance
with
the
evaluated
price
supplied
by
a
pricing
service
and
generally
categorized
as
Level
2
in
the
hierarchy.
Other
securities
that
are
categorized
as
Level
2
in
the
hierarchy
include,
but
are
not
limited
to,
warrants
that
do
not
trade
on
an
exchange,
securities
valued
at
the
mean
between
the
last
reported
bid
and
ask
quotation
and
international
equity
securities
valued
by
an
independent
third
party
with
adjustments
for
changes
in
value
between
the
time
of
the
securities’
respective
local
market
closes
and
the
close
of
the
U.S.
market.
Level
3
-
Significant
unobservable
inputs
(including
the
Fund’s
own
assumptions
in
determining
the
fair
value
of
investments).
The
aggregate
value
by
input
level,
as
of
June
30,
2023,
for
the
Fund’s
investments
is
included
at
the
end
of
the
Fund’s
Schedule
of
Investments.
Security
Transactions,
Investment
Income
and
Realized
Gain
and
Loss
–
Investment
transactions
are
accounted
for
on
the
trade
date.
Dividend
income
is
recorded
on
the
ex-dividend
date.
Non-cash
dividend
income
is
recorded
at
the
fair
market
value
of
the
securities
received.
Foreign
dividend
income
is
recorded
on
the
ex-dividend
date
or
as
soon
as
possible
after
determining
the
existence
of
a
dividend
declaration
after
exercising
reasonable
due
diligence.
Income
and
capital
gains
on
some
foreign
securities
may
be
subject
to
foreign
withholding
taxes,
which
are
accrued
as
applicable.
Interest
income
is
recorded
on
an
accrual
basis.
Premium
is
amortized
to
the
next
call
date
above
par,
and
discount
is
accreted
to
maturity
using
the
effective
interest
method.
Identified
cost
of
investments
sold
is
used
to
determine
the
gain
and
loss
for
both
financial
statement
and
federal
income
tax
purposes.
Written
Options
–
When
a
fund
writes
an
option,
an
amount
equal
to
the
premium
received
by
the
fund
is
recorded
as
a
liability
and
is
subsequently
adjusted
to
the
current
value
of
the
option
written.
Premiums
received
from
writing
options
that
expire
unexercised
are
treated
by
the
fund
on
the
expiration
date
as
realized
gain
from
written
options.
The
difference
between
the
premium
and
the
amount
paid
on
effecting
a
closing
purchase
transaction,
including
brokerage
commissions,
is
also
treated
as
a
realized
gain,
or
if
the
premium
is
less
than
the
amount
paid
for
the
closing
purchase
transaction,
as
a
realized
loss.
If
a
call
option
is
exercised,
the
premium
is
added
to
the
proceeds
from
the
sale
of
the
underlying
security
in
17
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2023
determining
whether
the
fund
has
realized
a
gain
or
loss.
If
a
put
option
is
exercised,
the
premium
reduces
the
cost
basis
of
the
securities
purchased
by
the
fund.
The
fund,
as
writer
of
an
option,
bears
the
market
risk
of
an
unfavorable
change
in
the
price
of
the
security
underlying
the
written
option.
Written
options
are
non-income
producing
securities.
The
values
of
each
individual
written
option
outstanding
as
of
June
30,
2023,
if
any,
are
disclosed
in
the
Fund’s
Schedule
of
Investments.
Purchased
Options
–
When
a
fund
purchases
an
option,
an
amount
equal
to
the
premium
paid
by
the
fund
is
recorded
as
an
investment
and
is
subsequently
adjusted
to
the
current
value
of
the
option
purchased.
If
an
option
expires
on
the
stipulated
expiration
date
or
if
the
fund
enters
into
a
closing
sale
transaction,
a
gain
or
loss
is
realized.
If
a
call
option
is
exercised,
the
cost
of
the
security
acquired
is
increased
by
the
premium
paid
for
the
call.
If
a
put
option
is
exercised,
a
gain
or
loss
is
realized
from
the
sale
of
the
underlying
security,
and
the
proceeds
from
such
sale
are
decreased
by
the
premium
originally
paid.
Purchased
options
are
non-income
producing
securities.
The
values
of
each
individual
purchased
option
outstanding
as
of
June
30,
2023,
are
disclosed
in
the
Fund’s
Schedule
of
Investments.
Foreign
Currency
Translations
–
Foreign
currency
amounts
are
translated
into
U.S.
dollars
as
follows:
(1)
assets
and
liabilities
at
the
rate
of
exchange
at
the
end
of
the
respective
period;
and
(2)
purchases
and
sales
of
securities
and
income
and
expenses
at
the
rate
of
exchange
prevailing
on
the
dates
of
such
transactions.
The
portion
of
the
results
of
operations
arising
from
changes
in
the
exchange
rates
and
the
portion
due
to
fluctuations
arising
from
changes
in
the
market
prices
of
securities
are
not
isolated.
Such
fluctuations
are
included
with
the
net
realized
and
unrealized
gain
or
loss
on
investments.
Foreign
Currency
Transactions
–
The
Fund
may
enter
into
transactions
to
purchase
or
sell
foreign
currency
contracts
and
options
on
foreign
currency.
Forward
currency
contracts
are
agreements
to
exchange
one
currency
for
another
at
a
future
date
and
at
a
specified
price.
A
fund
may
use
forward
currency
contracts
to
facilitate
transactions
in
foreign
securities,
to
manage
a
fund’s
foreign
currency
exposure
and
to
protect
the
U.S.
dollar
value
of
its
underlying
portfolio
securities
against
the
effect
of
possible
adverse
movements
in
foreign
exchange
rates.
These
contracts
are
intrinsically
valued
daily
based
on
forward
rates,
and
a
fund’s
net
equity
therein,
representing
unrealized
gain
or
loss
on
the
contracts
as
measured
by
the
difference
between
the
forward
foreign
exchange
rates
at
the
dates
of
entry
into
the
contracts
and
the
forward
rates
at
the
reporting
date,
is
recorded
as
a
component
of
NAV.
These
instruments
involve
market
risk,
credit
risk,
or
both
kinds
of
risks,
in
excess
of
the
amount
recognized
in
the
Statement
of
Assets
and
Liabilities.
Risks
arise
from
the
possible
inability
of
counterparties
to
meet
the
terms
of
their
contracts
and
from
movement
in
currency
and
securities
values
and
interest
rates.
Due
to
the
risks
associated
with
these
transactions,
a
fund
could
incur
losses
up
to
the
entire
contract
amount,
which
may
exceed
the
net
unrealized
value
included
in
its
NAV.
Distributions
to
Shareholders
–
The
Fund
declares
any
dividends
from
net
investment
income
and
pays
them
annually.
Any
net
capital
gains
and
foreign
currency
gains
realized
by
the
Fund
are
distributed
at
least
annually.
Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date.
Distributions
are
based
on
amounts
calculated
in
accordance
with
applicable
federal
income
tax
regulations,
which
may
differ
from
GAAP.
These
differences
are
due
primarily
to
differing
18
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2023
treatments
of
income
and
gain
on
various
investment
securities
held
by
the
Fund,
timing
differences
and
differing
characterizations
of
distributions
made
by
the
Fund.
Federal
Taxes
–
The
Fund
intends
to
continue
to
qualify
each
year
as
a
regulated
investment
company
under
Subchapter
M
of
Chapter
1,
Subtitle
A,
of
the
Internal
Revenue
Code
of
1986,
as
amended
(“Code”),
and
to
distribute
all
of
its
taxable
income
to
shareholders.
In
addition,
by
distributing
in
each
calendar
year
substantially
all
of
its
net
investment
income
and
capital
gains,
if
any,
the
Fund
will
not
be
subject
to
a
federal
excise
tax.
Therefore,
no
federal
income
or
excise
tax
provision
is
required.
The
Fund
recognizes
interest
and
penalties,
if
any,
related
to
unrecognized
tax
benefits
as
income
tax
expense
in
the
Statement
of
Operations.
During
the
period,
the
Fund
did
not
incur
any
interest
penalties.
The
Fund
files
a
U.S.
federal
income
and
excise
tax
return
as
required.
The
Fund’s
federal
income
tax
returns
are
subject
to
examination
by
the
Internal
Revenue
Service
for
a
period
of
three
fiscal
years
after
they
are
filed.
As
of
June
30,
2023,
there
are
no
uncertain
tax
positions
that
would
require
financial
statement
recognition,
de-recognition
or
disclosure.
Income
and
Expense
Allocation
–
The
Trust
accounts
separately
for
the
assets,
liabilities
and
operations
of
each
of
its
investment
portfolios.
Expenses
that
are
directly
attributable
to
more
than
one
investment
portfolio
are
allocated
among
the
respective
investment
portfolios
in
an
equitable
manner.
Redemption
Fees
–
A
shareholder
who
redeems
or
exchanges
shares
within
180
days
of
purchase
will
incur
a
redemption
fee
of
1.00%
of
the
current
NAV
of
shares
redeemed
or
exchanged,
subject
to
certain
limitations.
The
fee
is
charged
for
the
benefit
of
the
remaining
shareholders
and
will
be
paid
to
the
Fund
to
help
offset
transaction
costs.
The
fee
is
accounted
for
as
an
addition
to
paid-in
capital.
The
Fund
reserves
the
right
to
modify
the
terms
of
or
terminate
the
fee
at
any
time.
There
are
limited
exceptions
to
the
imposition
of
the
redemption
fee.
Redemption
fees
incurred
for
the
Fund,
if
any,
are
reflected
on
the
Statements
of
Changes
in
Net
Assets.
Commitments
and
Contingencies
–
In
the
normal
course
of
business,
the
Fund
enters
into
contracts
that
provide
general
indemnifications
by
the
Fund
to
the
counterparty
to
the
contract.
The
Fund’s
maximum
exposure
under
these
arrangements
is
dependent
on
future
claims
that
may
be
made
against
the
Fund
and,
therefore,
cannot
be
estimated;
however,
based
on
experience,
the
risk
of
loss
from
such
claims
is
considered
remote.
The
Fund
has
determined
that
none
of
these
arrangements
requires
disclosure
on
the
Fund’s
balance
sheet.
Note
3.
Fees
and
Expenses
Investment
Adviser
–
Polaris
Capital
Management,
LLC
(the
“Adviser”)
is
the
investment
adviser
to
the
Fund.
Pursuant
to
an
investment
advisory
agreement,
the
Adviser
receives
an
advisory
fee,
payable
monthly,
from
the
Fund
at
an
annual
rate
of
1.00%
of
the
Fund’s
average
daily
net
assets.
Distribution
–
Foreside
Fund
Services,
LLC,
a
wholly
owned
subsidiary
of
Foreside
Financial
Group,
LLC
(dba
ACA
Group)
(the
“Distributor”),
acts
as
the
agent
of
the
Trust
in
connection
with
the
continuous
offering
of
shares
of
the
Fund.
The
Fund
does
not
have
a
distribution
(12b-1)
plan;
accordingly,
the
Distributor
does
not
receive
compensation
from
the
Fund
for
its
distribution
services.
The
Adviser
compensates
the
Distributor
directly
for
its
services.
The
Distributor
is
not
19
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2023
affiliated
with
the
Adviser
or
Atlantic
Fund
Administration,
LLC,
a
wholly
owned
subsidiary
of
Apex
US
Holdings
LLC
(d/b/a
Apex
Fund
Services)
(“Apex”)
or
their
affiliates.
Other
Service
Providers
–
Apex
provides
fund
accounting,
fund
administration,
compliance
and
transfer
agency
services
to
the
Fund.
The
fees
related
to
these
services
are
included
in
Fund
services
fees
within
the
Statement
of
Operations.
Apex
also
provides
certain
shareholder
report
production
and
EDGAR
conversion
and
filing
services.
Pursuant
to
an
Apex
Services
Agreement,
the
Fund
pays
Apex
customary
fees
for
its
services.
Apex
provides
a
Principal
Executive
Officer,
a
Principal
Financial
Officer,
a
Chief
Compliance
Officer
and
an
Anti-Money
Laundering
Officer
to
the
Fund,
as
well
as
certain
additional
compliance
support
functions.
Trustees
and
Officers
–
Each
Independent
Trustee’s
annual
retainer
is
$45,000
($55,000
for
the
Chairman).
The
Audit
Committee
Chairman
receives
an
additional
$2,000
annually.
The
Trustees
and
the
Chairman
may
receive
additional
fees
for
special
Board
meetings.
Each
Trustee
is
also
reimbursed
for
all
reasonable
out-of-pocket
expenses
incurred
in
connection
with
his
or
her
duties
as
a
Trustee,
including
travel
and
related
expenses
incurred
in
attending
Board
meetings.
The
amount
of
Trustees’
fees
attributable
to
the
Fund
is
disclosed
in
the
Statement
of
Operations.
Certain
officers
of
the
Trust
are
also
officers
or
employees
of
the
above
named
service
providers,
and
during
their
terms
of
office
received
no
compensation
from
the
Fund.
Note
4.
Fees
Waived
The
Adviser
has
contractually
agreed
to
waive
its
fee
and/or
reimburse
Fund
expenses
to
limit
annual
operating
expenses
to
0.99%
(excluding
all
taxes,
interest,
portfolio
transaction
expenses,
dividend
and
interest
expense
on
short
sales,
acquired
fund
fees
and
expenses,
proxy
expenses
and
extraordinary
expenses),
through
April
30,
2024.
Other
fund
service
providers
have
voluntarily
agreed
to
waive
and
reimburse
a
portion
of
their
fees.
These
voluntary
fee
waivers
and
reimbursements
may
be
reduced
or
eliminated
at
any
time.
Other
Waivers
are
not
eligible
for
recoupment.
For
the
period
ended
June
30,
2023,
fees
waived
were
as
follows:
Note
5.
Security
Transactions
The
cost
of
purchases
and
proceeds
from
sales
of
investment
securities
(including
maturities),
other
than
short-term
investments
during
the
period
ended
June
30,
2023,
were
$28,218,126
and
$22,911,071,
respectively.
Note
6.
Summary
of
Derivative
Activity
The
volume
of
open
derivative
positions
may
vary
on
a
daily
basis
as
the
Fund
transacts
derivative
contracts
in
order
to
achieve
the
exposure
desired
by
the
Adviser.
Premiums
received
on
purchased
and
written
options
for
the
period
ended
June
30,
2023,
for
any
derivative
type
that
was
held
during
the
period
is
as
follows:
The
Fund’s
use
of
derivatives
during
the
period
ended
June
30,
2023,
was
limited
to
purchased
options.
Investment
Adviser
Fees
Waived
Other
Waivers
Total
Fees
Waived
$
440,017‌
$
26,150‌
$
466,167‌
Purchased
Options
$
497,574‌
20
Polaris
Global
Value
Fund
NOTES
TO
FINANCIAL
STATEMENTS
JUNE
30,
2023
Realized
and
unrealized
gains
and
losses
on
derivative
contracts
during
the
period
ended
June
30,
2023,
by
the
Fund
are
recorded
in
the
following
locations
on
the
Statement
of
Operations:
Note
7.
Federal
Income
Tax
As
of
June
30,
2023,
the
cost
of
investments
for
federal
income
tax
purposes
is
substantially
the
same
as
for
financial
statement
purposes and
the
components
of
net
unrealized appreciation were
as
follows:
As
of
December
31,
2022,
distributable
earnings
on
a
tax
basis
were
as
follows:
The
difference
between
components
of
distributable
earnings
on
a
tax
basis
and
the
amounts
reflected
in
the
Statement
of
Assets
and
Liabilities
are
primarily
due
to
wash
sales
and
return
of
capital
on
equity
securities.
As
of
December
31,
2022,
the
Fund
had
$2,210,298
of
available
long-term
capital
loss
carryforwards
and
$8,159,186
of
available
short-term
capital
loss
carryforwards
that
have
no
expiration
date.
Note
8.
Recent
Accounting
Pronouncements
In
June
2022,
the
Financial
Accounting
Standards
Board
issued
Accounting
Standards
Update
2022-03,
which
amends
Fair
Value
Measurement
(Topic
820);
Fair
Value
Measurement
of
Equity
Securities
Subject
to
Contractual
Sale
Restrictions
(“ASU
2022-03”).
ASU
2022-03
clarifies
guidance
for
fair
value
measurement
of
an
equity
security
subject
to
a
contractual
sale
restriction
and
establishes
new
disclosure
requirements
for
such
equity
securities.
ASU
2022-03
is
effective
for
fiscal
years
beginning
after
December
15,
2023,
and
for
interim
periods
within
those
fiscal
years,
with
early
adoption
permitted.
Management
is
currently
evaluating
the
impact
of
these
amendments
on
the
financial
statements.
Note
9.
Subsequent
Events
Subsequent
events
occurring
after
the
date
of
this
report
through
the
date
these
financial
statements
were
issued
have
been
evaluated
for
potential
impact,
and
the
Fund
has
had
no
such
events.
Management
has
evaluated
the
need
for
additional
disclosures
and/or
adjustments
resulting
from
subsequent
events.
Based
on
this
evaluation,
no
additional
disclosures
or
adjustments
were
required.
Location:
Equity
Contracts
Net
change
in
unrealized
appreciation
(depreciation)
on:
Purchased
options
$
(416,544‌)
Total
net
change
in
unrealized
appreciation
(depreciation)
$
(416,544‌)
Gross
Unrealized
Appreciation
$
102,656,264‌
Gross
Unrealized
Depreciation
(30,301,882‌)
Net
Unrealized
Appreciation
$
72,354,382‌
Undistributed
Ordinary
Income
$
62,720‌
Capital
and
Other
Losses
(10,369,484‌)
Unrealized
Appreciation
63,809,218‌
Total
$
53,502,454‌
21
Polaris
Global
Value
Fund
ADDITIONAL
INFORMATION
JUNE
30,
2023
Investment
Advisory
Agreement
Approval
At
the
March
17,
2023
Board
meeting,
the
Board,
including
the
Independent
Trustees,
considered
the
approval
of
the
continuance
of
the
investment
advisory
agreement
between
the
Adviser
and
the
Trust
pertaining
to
the
Fund
(the
“Advisory
Agreement”).
In
preparation
for
its
deliberations,
the
Board
requested
and
reviewed
written
responses
from
the
Adviser
to
a
due
diligence
questionnaire
circulated
on
the
Board’s
behalf
concerning
the
services
provided
by
the
Adviser.
The
Board
also
discussed
the
materials
with
Fund
counsel
and,
as
necessary,
with
the
Trust’s
administrator.
During
its
deliberations,
the
Board
received
an
oral
presentation
from
the
Adviser,
and
was
advised
by
independent
Trustee
counsel.
At
the
meeting,
the
Board
reviewed,
among
other
matters:
(1)
the
nature,
extent
and
quality
of
the
services
provided
to
the
Fund
by
the
Adviser,
including
information
on
the
investment
performance
of
the
Fund
and
Adviser;
(2)
the
costs
of
the
services
provided
and
profitability
to
the
Adviser
of
its
relationship
with
the
Fund;
(3)
the
advisory
fee
and
total
expense
ratio
of
the
Fund
compared
to
a
relevant
peer
group
of
funds;
(4)
the
extent
to
which
economies
of
scale
may
be
realized
as
the
Fund
grows
and
whether
the
advisory
fee
enables
the
Fund’s
investors
to
share
in
the
benefits
of
economies
of
scale;
and
(5)
other
benefits
received
by
the
Adviser
from
its
relationship
with
the
Fund.
In
addition,
the
Board
recognized
that
the
evaluation
process
with
respect
to
the
Adviser
was
an
ongoing
one
and,
in
this
regard,
the
Board
considered
information
provided
by
the
Adviser
at
regularly
scheduled
meetings
during
the
past
year.
Nature,
Extent
and
Quality
of
Services
Based
on
written
materials
received,
a
presentation
from
senior
representatives
of
the
Adviser,
and
a
discussion
with
the
Adviser
about
the
Adviser’s
personnel,
operations
and
financial
condition,
the
Board
considered
the
quality
of
services
provided
by
the
Adviser
under
the
Advisory
Agreement.
In
this
regard,
the
Board
considered
information
regarding
the
experience,
qualifications
and
professional
background
of
the
portfolio
managers
at
the
Adviser
with
principal
responsibility
for
the
Fund’s
investments
as
well
as
the
investment
philosophy
and
decision-making
process
of
the
Adviser
and
the
capability
and
integrity
of
the
Adviser’s
senior
management
and
staff.
The
Board
considered
also
the
adequacy
of
the
Adviser’s
resources.
The
Board
noted
the
Adviser’s
representations
that
the
firm
is
in
stable
financial
condition,
that
the
firm
is
able
to
meet
its
expense
reimbursement
obligations
to
the
Fund,
and
that
the
firm
has
the
operational
capability
and
necessary
staffing
and
experience
to
continue
providing
high-quality
investment
advisory
services
to
the
Fund.
Based
on
the
presentation
and
the
materials
provided
by
the
Adviser
in
connection
with
the
Board’s
consideration
of
the
renewal
of
the
Advisory
Agreement,
among
other
relevant
factors,
the
Board
concluded
that,
overall,
it
was
satisfied
with
the
nature,
extent
and
quality
of
services
to
be
provided
to
the
Fund
under
the
Advisory
Agreement.
Performance
In
connection
with
a
presentation
by
the
Adviser
regarding
its
approach
to
managing
the
Fund,
the
Board
considered
the
performance
of
the
Fund
compared
to
its
primary
benchmark
index,
the
MSCI
World
Index.
The
Board
observed
that
the
Fund
outperformed
the
MSCI
World
Index
for
the
one-year
period
ended
December
31,
2022,
and
underperformed
the
primary
benchmark
index
for
each
of
the
three-,
five-
and
10-year
periods
ended
December
31,
2022,
and
for
the
period
since
the
Fund’s
inception
on
July
31,
1989.
The
Board
noted
the
Adviser’s
representation
that
the
Fund’s
longer-term
22
Polaris
Global
Value
Fund
ADDITIONAL
INFORMATION
JUNE
30,
2023
underperformance
relative
to
the
primary
benchmark
could
be
attributed,
in
part,
to
the
Fund’s
underweight
exposure
to
a
strong
performing
energy
sector,
as
well
as
underweight
exposure
to
the
United
States,
whose
markets
have
outperformed
most
global
markets
during
most
of
the
periods
under
review.
The
Board
also
considered
the
Fund’s
performance
relative
to
an
independent
peer
group
identified
by
Strategic
Insight,
Inc.
(“Strategic
Insight
Peers”)
as
having
characteristics
similar
to
those
of
the
Fund.
The
Board
observed
that,
based
on
the
information
provided
by
Strategic
Insight,
the
Fund
underperformed
the
average
of
its
Strategic
Insight
Peers
for
the
one-,
three-,
and
five-year
periods
ended
December
31,
2022
and
outperformed
the
average
of
its
Strategic
Insight
Peers
for
the
ten-year
period
ended
December
31,
2022.
The
Board
noted
the
Adviser’s
representation
that
the
Fund’s
recent
underperformance
relative
to
the
Strategic
Insight
Peers
could
be
attributed,
at
least
in
part,
to
the
Fund’s
underweight
exposure
to
the
U.S.
markets
during
certain
periods
when
U.S.
markets
flourished.
In
consideration
of
the
Adviser’s
investment
strategy
and
the
foregoing
performance
information,
among
other
considerations,
the
Board
determined
that
the
Fund
could
benefit
from
the
Adviser’s
continued
management
of
the
Fund.
Compensation
The
Board
evaluated
the
Adviser’s
compensation
for
providing
advisory
services
to
the
Fund
and
analyzed
comparative
information
on
actual
advisory
fee
rates
and
actual
total
expenses
of
the
Fund’s
Strategic
Insight
Peer
group.
The
Board
noted
that,
although
the
Adviser’s
net
advisory
fee
rate
was
higher
than
the
median
of
the
Strategic
Insight
Peer
group,
the
Fund’s
net
total
expense
ratio
was
the
lowest
of
the
Strategic
Insight
Peer
group.
The
Board
also
noted
the
Adviser’s
representation
that
the
advisory
fee
rate
charged
to
the
Fund
was
consistent
with
the
fee
rates
charged
by
the
Adviser
in
connection
with
its
management
of
other
pooled
investment
vehicles
and
separate
accounts
with
investment
objectives
similar
to
the
Fund.
The
Board
further
noted
that
the
Adviser
was
currently
waiving
a
portion
of
its
advisory
fee
in
an
effort
to
keep
the
Fund’s
expenses
at
levels
believed
by
the
Adviser
to
be
attractive
to
investors.
Based
on
the
foregoing
and
other
applicable
considerations,
the
Board
concluded
that
the
Adviser’s
net
advisory
fee
rate
charged
to
the
Fund
was
reasonable.
Costs
of
Services
and
Profitability
The
Board
evaluated
information
provided
by
the
Adviser
regarding
the
costs
of
services
and
its
profitability
with
respect
to
the
Fund.
In
this
regard,
the
Board
considered
the
Adviser’s
resources
devoted
to
the
Fund
as
well
as
the
Adviser’s
discussion
of
costs
and
profitability
of
its
Fund
activities.
The
Board
noted
the
Adviser’s
representation
that
the
Adviser
does
not
maintain
separately
identifiable
profit
and
loss
data
specific
to
the
Fund
but
that
the
Adviser
believed
that
its
profitability
was
reasonable,
including
relative
to
the
Adviser’s
other
clients,
and
that
it
incurs
additional
expenses
for
regulatory
and
compliance
obligations
for
its
Fund
activities
compared
to
the
expenses
attributable
to
the
Adviser’s
other
management
activities.
In
addition,
the
Board
noted
the
contractual
expense
cap
in
place
for
the
Fund
and
the
Adviser’s
reimbursements.
Based
on
these
and
other
applicable
considerations,
the
Board
concluded
that
the
Adviser’s
profits
attributable
to
management
of
the
Fund
were
reasonable.
23
Polaris
Global
Value
Fund
ADDITIONAL
INFORMATION
JUNE
30,
2023
Economies
of
Scale
The
Board
considered
whether
the
Fund
could
benefit
from
any
economies
of
scale.
In
this
regard,
the
Board
considered
the
Fund’s
fee
structure,
asset
size,
net
expense
ratio,
and
the
fees
of
comparable
advisers,
recognizing
that
an
analysis
of
economies
of
scale
is
most
relevant
when
a
fund
has
achieved
a
substantial
size
and
has
growing
assets
and
that,
if
a
fund’s
assets
are
stable
or
decreasing,
the
significance
of
economies
of
scale
may
be
reduced.
The
Board
reviewed
relevant
materials
and
discussed
whether
the
use
of
breakpoints
would
be
appropriate
at
this
time.
Noting
the
significant
decrease
in
asset
levels
in
the
Fund
over
the
past
year
and
the
existence
of
the
Adviser’s
ongoing
expense
limitation
arrangements,
the
Board
concluded
that
the
advisory
fee
remained
reasonable
in
light
of
the
current
information
provided
to
the
Trustees
with
respect
to
economies
of
scale.
Other
Benefits
The
Board
considered
the
Adviser’s
representation
that,
aside
from
its
contractual
advisory
fees,
it
does
not
benefit
in
a
material
way
from
its
relationship
with
the
Fund.
Based
on
the
foregoing
representation,
the
Board
concluded
that
other
benefits
received
by
the
Adviser
from
its
relationship
with
the
Fund
were
not
a
material
factor
to
consider
in
approving
the
continuation
of
the
Advisory
Agreement.
Conclusion
The
Board
did
not
identify
any
single
factor
as
being
of
paramount
importance,
and
different
Trustees
may
have
given
different
weight
to
different
factors.
The
Board
reviewed
a
memorandum
from
Fund
counsel
discussing
the
legal
standards
applicable
to
its
consideration
of
the
Advisory
Agreement.
Based
on
its
review,
including
consideration
of
each
of
the
factors
referenced
above,
the
Board
determined,
in
the
exercise
of
its
reasonable
business
judgment,
that
the
contractual
fee
under
the
Advisory
Agreement
was
fair
and
reasonable
in
light
of
the
services
performed
or
to
be
performed,
expenses
incurred
or
to
be
incurred
and
such
other
matters
as
the
Board
considered
relevant.
Change
in
Independent
Registered
Public
Accounting
Firm
On
March
9,
2023,
BBD
LLP
(“BBD”)
ceased
to
serve
as
the
independent
registered
public
accounting
firm
of
the
Fund,
a
series
of
Forum
Funds.
The
Audit
Committee
of
the
Board
of
Directors
approved
the
replacement
of
BBD
as
a
result
of
Cohen
&
Company,
Ltd.’s
(“Cohen”)
acquisition
of
BBD’s
investment
management
group.
The
reports
of
BBD
on
the
financial
statements
of
the
Fund
as
of
and
for
the
fiscal
years
ended
December
31,
2021
and
December
31,
2022
did
not
contain
an
adverse
opinion
or
a
disclaimer
of
opinion,
and
were
not
qualified
or
modified
as
to
uncertainties,
audit
scope
or
accounting
principles.
During
the
years
ended
December
31,
2021
and
December
31,
2022,
and
during
the
subsequent
interim
period
through
March
9,
2023,
(i)
there
were
no
disagreements
between
the
Trust
and
BBD
on
any
matter
of
accounting
principles
or
practices,
financial
statement
disclosure,
or
auditing
scope
or
procedure,
which
disagreements,
if
not
resolved
to
the
satisfaction
of
BBD,
would
have
caused
it
to
make
reference
to
the
subject
matter
of
the
disagreements
in
its
report
on
the
financial
statements
of
the
Fund
for
such
years
or
interim
period,
and
(ii)
there
were
no
“reportable
events,”
as
defined
in
Item
304(a)(1)(v)
of
Regulation
S-K
under
the
Securities
Exchange
Act
of
1934,
as
amended.
24
Polaris
Global
Value
Fund
ADDITIONAL
INFORMATION
JUNE
30,
2023
The
Trust
requested
that
BBD
furnish
it
with
a
letter
addressed
to
the
U.S.
Securities
and
Exchange
Commission
stating
that
it
agrees
with
the
above
statements.
A
copy
of
this
letter
is
filed
as
an
exhibit
to
Form
N-CSR.
On
March
17,
2023,
the
Audit
Committee
of
the
Board
also
recommended
and
approved
the
appointment
of
Cohen
as
the
Fund’s
independent
registered
public
accounting
firm
for
the
fiscal
year
ending
December
31,
2023.
During
the
fiscal
years
ended
December
31,
2021
and
December
31,
2022,
and
during
the
subsequent
interim
period
through
March
17,
2023,
neither
the
Trust,
nor
anyone
acting
on
its
behalf,
consulted
with
Cohen
on
behalf
of
the
of
Fund
regarding
the
application
of
accounting
principles
to
a
specified
transaction
(either
completed
or
proposed),
the
type
of
audit
opinion
that
might
be
rendered
on
the
Fund’s
financial
statements,
or
any
matter
that
was
either,
(i)
the
subject
of
a
“disagreement,”
as
defined
in
Item
304(a)(1)(iv)
of
Regulation
S-K
and
the
instructions
thereto;
or
(ii)
"reportable
events,"
as
defined
in
Item
304(a)(1)(v)
of
Regulation
S-K.
Proxy
Voting
Information
A
description
of
the
policies
and
procedures
that
the
Fund
uses
to
determine
how
to
vote
proxies
relating
to
securities
held
in
the
Fund’s
portfolio
is
available,
without
charge
and
upon
request,
by
calling
(888)
263-5594,
on
the
Fund's
website
at
www.polarisfunds.com,
and
on
the
SEC’s
website
at
www.sec.gov.
The
Fund’s
proxy
voting
record
for
the
most
recent
twelve-month
period
ended
June
30
is
available,
without
charge
and
upon
request,
by
calling
(888)
263-5594,
on
the
Fund's
website
at
www.polarisfunds.com,
and
on
the
SEC’s
website
at
www.sec.gov.
Availability
of
Quarterly
Portfolio
Schedules
The
Fund
files
its
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
Forms
N-PORT
are
available
free
of
charge
on
the
SEC’s
website
at
www.sec.gov.
Shareholder
Expense
Example
As
a
shareholder
of
the
Fund,
you
incur
two
types
of
costs:
(1)
transaction
costs,
including
redemption
fees
and
exchange
fees,
and
(2)
ongoing
costs,
including
management
fees
and
other
Fund
expenses.
This
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
Fund,
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
period
and
held
for
the
entire
period
from
January
1,
2023
through
June
30,
2023.
Actual
Expenses
–
The
first
line
of
the
table
below
provides
information
about
actual
account
values
and
actual
expenses.
You
may
use
the
information
in
this
line,
together
with
the
amount
you
invested,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
in
the
first
line
under
the
heading
entitled
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
the
period.
25
Polaris
Global
Value
Fund
ADDITIONAL
INFORMATION
JUNE
30,
2023
Hypothetical
Example
for
Comparison
Purposes
–
The
second
line
of
the
table
below
provides
information
about
hypothetical
account
values
and
hypothetical
expenses
based
on
the
Fund’s
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Fund’s
actual
return.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
You
may
use
this
information
to
compare
the
ongoing
costs
of
investing
in
the
Fund
and
other
funds.
To
do
so,
compare
this
5%
hypothetical
example
with
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
other
funds.
Please
note
that
the
expenses
shown
in
the
table
are
meant
to
highlight
your
ongoing
costs
only
and
do
not
reflect
any
transactional
costs,
such
as
redemption
fees
and
exchange
fees.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
In
addition,
if
these
fees
were
included,
your
costs
would
have
been
higher.
Beginning
Account
Value
January
1,
2023
Ending
Account
Value
June
30,
2023
Expenses
Paid
During
Period*
Annualized
Expense
Ratio*
Actual
$
1,000.00‌
$
1,045.59‌
$
5.02‌
0.99%‌
Hypothetical
(5%
return
before
expenses)
$
1,000.00‌
$
1,019.89‌
$
4.96‌
0.99%‌
*
Expenses
are
equal
to
the
Fund’s
annualized
expense
ratio
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half-year
(181)
divided
by
365
to
reflect
the
half-year
period.
Semi-Annual
Report
JUNE
30,
2023
(Unaudited)
INVESTMENT
ADVISER
Polaris
Capital
Management,
LLC
121
High
Street
Boston,
MA
02110-2475
DISTRIBUTOR
Foreside
Fund
Services,
LLC
Three
Canal
Plaza,
Suite
100
Portland,
ME
04101
www.foreside.com
TRANSFER
AGENT
Apex
Fund
Services
P.O.
Box
588
Portland,
ME
04112
www.apexgroup.com
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
the
Fund.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
an
effective
prospectus,
which
includes
information
regarding
the
Fund’s
risks,
objectives,
fees
and
expenses,
experience
of
its
management
and
other
information.
225-SAR-0623
BEEHX
Semi-Annual
Report
June
30,
2023
(Unaudited)
Table
of
Contents
The
views
expressed
in
this
report
are
those
of
the
investment
advisor
of
The
BeeHive
Fund
(the
“Fund”)
as
of
June
30,
2023,
and
may
not
reflect
its
views
on
the
date
this
report
is
first
published
or
any
time
thereafter.
These
views
are
intended
to
assist
shareholders
of
the
Fund
in
understanding
their
investments
in
the
Fund
and
do
not
constitute
investment
advice.
The
Fund
is
subject
to
various
forms
of
risk,
including
the
possible
loss
of
principal.
Investing
in
foreign
securities
entails
risks
not
associated
with
domestic
equities,
including
economic
and
political
instability
and
currency
fluctuations.
Investing
in
fixed
income
securities
includes
the
risk
that
rising
interest
rates
will
cause
a
decline
in
values.
Focused
investments
in
particular
industries
or
market
sectors
can
entail
increased
volatility
and
greater
market
risk
than
is
the
case
with
more
broadly
diversified
investments.
Investments
in
securities
of
small
and
mid-capitalization
companies
involve
the
possibility
of
greater
volatility
than
investments
in
larger
capitalization
companies.
Investments
in
American
Depositary
Receipts
involve
many
of
the
same
risks
as
investing
in
foreign
securities.
A
Message
to
Our
Shareholders
1
Schedule
of
Investments
5
Statement
of
Assets
and
Liabilities
6
Statement
of
Operations
7
Statements
of
Changes
in
Net
Assets
8
Financial
Highlights
9
Notes
to
Financial
Statements
10
Additional
Information
14
The
BeeHive
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
1
The
BeeHive
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
2
The
BeeHive
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
3
The
BeeHive
Fund
A
MESSAGE
TO
OUR
SHAREHOLDERS
June
30,
2023
4
The
BeeHive
Fund
SCHEDULE
OF
INVESTMENTS
June
30,
2023
5
See
Notes
to
Financial
Statements.
The
following
is
a
summary
of
the
inputs
used
to
value
the
Fund's investments
as
of
June
30,
2023. 
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risks
associated
with
investing
in
those
securities.
For
more
information
on
valuation
inputs,
and
their
aggregation
into
the
levels
used
in
the
table
below,
please
refer
to
the
Security
Valuation
section
in
Note
2
of
the
accompanying
Notes
to
Financial
Statements.
The
Level
1
value
displayed
in
this
table
is
Common
Stock.
The
Level
2
value
displayed
in
this
table
is
a
Money
Market
Fund
and
U.S.
Treasury
Securities.
Refer
to
this
Schedule
of
Investments
for
a
further
breakout
of
each
security
by
industry.
Shares
Security
Description
Value
Common
Stock
-
87.3%
Communication
Services
-
12.0%
49,235‌
Alphabet,
Inc.,
Class A 
(a)
$
5,893,430‌
45,020‌
Alphabet,
Inc.,
Class C 
(a)
5,446,069‌
98,520‌
Comcast
Corp.,
Class A
4,093,506‌
23,184‌
Take-Two
Interactive
Software,
Inc. 
(a)
3,411,757‌
18,844,762‌
Consumer
Discretionary
-
3.6%
13,518‌
Aptiv
PLC 
(a)
1,380,052‌
56,513‌
Restaurant
Brands
International,
Inc.
4,380,888‌
5,760,940‌
Consumer
Staples
-
7.6%
81,940‌
Mondelez
International,
Inc.,
Class A
5,976,704‌
49,750‌
Nestle
SA,
ADR
5,987,412‌
11,964,116‌
Financials
-
19.9%
15,320‌
Aon
PLC,
Class A
5,288,464‌
11,720‌
Berkshire
Hathaway,
Inc.,
Class B 
(a)
3,996,520‌
28,802‌
Chubb,
Ltd.
5,546,113‌
55,653‌
Fidelity
National
Information
Services,
Inc.
3,044,219‌
30,613‌
Fiserv,
Inc. 
(a)
3,861,830‌
42,950‌
Intercontinental
Exchange,
Inc.
4,856,786‌
31,610‌
JPMorgan
Chase
&
Co.
4,597,359‌
31,191,291‌
Health
Care
-
9.9%
15,000‌
Danaher
Corp.
3,600,000‌
10,352‌
Elevance
Health,
Inc.
4,599,290‌
14,100‌
Thermo
Fisher
Scientific,
Inc.
7,356,675‌
15,555,965‌
Information
Technology
-
25.5%
8,204‌
Adobe,
Inc. 
(a)
4,011,674‌
8,500‌
Analog
Devices,
Inc.
1,655,885‌
46,920‌
Apple,
Inc.
9,101,073‌
7,613‌
Autodesk,
Inc. 
(a)
1,557,696‌
48,576‌
Microsoft
Corp.
16,542,071‌
59,860‌
Oracle
Corp.
7,128,727‌
39,997,126‌
Materials
-
6.6%
61,030‌
Berry
Global
Group,
Inc.
3,926,671‌
37,223‌
Crown
Holdings,
Inc.
3,233,562‌
22,217‌
Franco-Nevada
Corp.
3,168,144‌
10,328,377‌
Real
Estate
-
2.2%
28,530‌
Prologis,
Inc.
REIT
3,498,634‌
Total
Common
Stock
(Cost
$54,913,150)
137,141,211‌
Principal
Security
Description
Rate
Maturity
Value
U.S.
Government
&
Agency
Obligations
-
9.4%
U.S.
Treasury
Securities
-
9.4%
$
15,000,000‌
U.S.
Treasury
Bill 
(b)
(Cost
$14,706,828)
5.23% 
11/16/23
14,706,750‌
Shares
Security
Description
Value
Money
Market
Fund
-
3.2%
5,019,970‌
First
American
Treasury
Obligations
Fund,
Class X,
5.04% 
(c)
(Cost
$5,019,970)
$
5,019,970‌
Investments,
at
value
-
99.9%
(Cost
$74,639,948)
$
156,867,931‌
Other
Assets
&
Liabilities,
Net
-
0.1%
103,343‌
Net
Assets
-
100.0%
$
156,971,274‌
ADR
American
Depositary
Receipt
PLC
Public
Limited
Company
REIT
Real
Estate
Investment
Trust
(a)
Non-income
producing
security.
(b)
Zero
coupon
bond.
Interest
rate
presented
is
yield
to
maturity.
(c)
Dividend
yield
changes
daily
to
reflect
current
market
conditions.
Rate
was
the
quoted
yield
as
of
June
30,
2023.
Valuation
Inputs
Investments
in
Securities
Level
1
-
Quoted
Prices
$
137,141,211‌
Level
2
-
Other
Significant
Observable
Inputs
19,726,720‌
Level
3
-
Significant
Unobservable
Inputs
–‌
Total
$
156,867,931‌
PORTFOLIO
HOLDINGS
%
of
Total
Investments
Communication
Services
12.0‌%
Consumer
Discretionary
3.7‌%
Consumer
Staples
7.6‌%
Financials
19.9‌%
Health
Care
9.9‌%
Information
Technology
25.5‌%
Materials
6.6‌%
Real
Estate
2.2‌%
U.S.
Government
&
Agency
Obligations
9.4‌%
Money
Market
Fund
3.2‌%
100.0‌%
The
BeeHive
Fund
STATEMENT
OF
ASSETS
AND
LIABILITIES
June
30,
2023
6
See
Notes
to
Financial
Statements.
ASSETS
Investments,
at
value
(Cost
$74,639,948)
$
156,867,931‌
Receivables:
Fund
shares
sold
100,000‌
Dividends
137,267‌
Prepaid
expenses
9,409‌
Total
Assets
157,114,607‌
LIABILITIES
Accrued
Liabilities:
Investment
advisor
fees
93,994‌
Fund
services
fees
19,198‌
Other
expenses
30,141‌
Total
Liabilities
143,333‌
NET
ASSETS
$
156,971,274‌
COMPONENTS
OF
NET
ASSETS
Paid-in
capital
$
70,736,169‌
Distributable
Earnings
86,235,105‌
NET
ASSETS
$
156,971,274‌
SHARES
OF
BENEFICIAL
INTEREST
AT
NO
PAR
VALUE
(UNLIMITED
SHARES
AUTHORIZED)
7,767,936‌
NET
ASSET
VALUE,
OFFERING
AND
REDEMPTION
PRICE
PER
SHARE
$
20.21‌
The
BeeHive
Fund
STATEMENT
OF
OPERATIONS
SIX
MONTHS
ENDED
June
30,
2023
7
See
Notes
to
Financial
Statements.
INVESTMENT
INCOME
Dividend
income
(Net
of
foreign
withholding
taxes
of
$68,698)
$
940,868‌
Interest
income
264,361‌
Total
Investment
Income
1,205,229‌
EXPENSES
Investment
advisor
fees
542,707‌
Fund
services
fees
107,461‌
Custodian
fees
7,633‌
Registration
fees
4,094‌
Professional
fees
24,687‌
Trustees'
fees
and
expenses
4,086‌
Other
expenses
24,737‌
Total
Expenses
715,405‌
Fees
waived
and
expenses
reimbursed
(3,191‌)
Net
Expenses
712,214‌
NET
INVESTMENT
INCOME
493,015‌
NET
REALIZED
AND
UNREALIZED
GAIN
(LOSS)
Net
realized
gain
on
investments
3,773,174‌
Net
change
in
unrealized
appreciation
(depreciation)
on
investments
16,651,498‌
NET
REALIZED
AND
UNREALIZED
GAIN
20,424,672‌
INCREASE
IN
NET
ASSETS
RESULTING
FROM
OPERATIONS
$
20,917,687‌
The
BeeHive
Fund
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
8
See
Notes
to
Financial
Statements.
For
the
Six
Months
Ended
June
30,
2023
For
the
Year
Ended
December
31,
2022
OPERATIONS
Net
investment
income
$
493,015‌
$
178,054‌
Net
realized
gain
3,773,174‌
2,894,304‌
Net
change
in
unrealized
appreciation
(depreciation)
16,651,498‌
(35,850,629‌)
Increase
(Decrease)
in
Net
Assets
Resulting
from
Operations
20,917,687‌
(32,778,271‌)
DISTRIBUTIONS
TO
SHAREHOLDERS
Total
Distributions
Paid
–‌
(2,894,843‌)
CAPITAL
SHARE
TRANSACTIONS
Sale
of
shares
758,101‌
1,643,851‌
Reinvestment
of
distributions
–‌
2,532,217‌
Redemption
of
shares
(756,758‌)
(8,045,891‌)
Increase
(Decrease)
in
Net
Assets
from
Capital
Share
Transactions
1,343‌
(3,869,823‌)
Increase
(Decrease)
in
Net
Assets
20,919,030‌
(39,542,937‌)
NET
ASSETS
Beginning
of
Period
136,052,244‌
175,595,181‌
End
of
Period
$
156,971,274‌
$
136,052,244‌
SHARE
TRANSACTIONS
Sale
of
shares
40,457‌
83,365‌
Reinvestment
of
distributions
–‌
140,053‌
Redemption
of
shares
(40,085‌)
(403,858‌)
Increase
(Decrease)
in
Shares
372‌
(180,440‌)
The
BeeHive
Fund
FINANCIAL
HIGHLIGHTS
9
See
Notes
to
Financial
Statements.
These
financial
highlights
reflect
selected
data
for
a
share
outstanding
throughout
each
period
.
For
the
Six
Months
Ended
June
30,
2023
For
the
Years
Ended
December
31,
2022
2021
2020
2019
2018
NET
ASSET
VALUE,
Beginning
of
Period
$
17.52‌
$
22.09‌
$
19.32‌
$
17.00‌
$
13.10‌
$
15.23‌
INVESTMENT
OPERATIONS
Net
investment
income
(a)
0.06‌
0.02‌
0.02‌
0.04‌
0.24‌
0.13‌
Net
realized
and
unrealized
gain
(loss)
2.63‌
(4.21‌)
3.97‌
2.61‌
4.50‌
(1.79‌)
Total
from
Investment
Operations
2.69‌
(4.19‌)
3.99‌
2.65‌
4.74‌
(1.66‌)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM
Net
investment
income
–‌
(0.02‌)
(0.02‌)
(0.04‌)
(0.24‌)
(0.13‌)
Net
realized
gain
–‌
(0.36‌)
(1.20‌)
(0.29‌)
(0.60‌)
(0.34‌)
Total
Distributions
to
Shareholders
–‌
(0.38‌)
(1.22‌)
(0.33‌)
(0.84‌)
(0.47‌)
NET
ASSET
VALUE,
End
of
Period
$
20.21‌
$
17.52‌
$
22.09‌
$
19.32‌
$
17.00‌
$
13.10‌
TOTAL
RETURN
15.35‌%(b)
(19.02‌)%
20.79‌%
15.59‌%
36.28‌%
(10.98‌)%
RATIOS/SUPPLEMENTARY
DATA
Net
Assets
at
End
of
Period
(000s
omitted)
$
156,971‌
$
136,052‌
$
175,595‌
$
149,688‌
$
134,415‌
$
105,406‌
Ratios
to
Average
Net
Assets:
(c)
Net
investment
income
0.68‌%(d)
0.12‌%
0.08‌%
0.23‌%
1.49‌%
0.84‌%
Net
expenses
0.98‌%(d)
0.98‌%
0.97‌%(e)
0.98‌%
0.98‌%
0.99‌%
Gross
expenses
0.99‌%(d)(f)
0.98‌%
0.97‌%
0.99‌%(f)
0.98‌%(f)
0.99‌%(f)
PORTFOLIO
TURNOVER
RATE
6‌%(b)
14‌%
14‌%
22‌%
10‌%
10‌%
(a)
Calculated
based
on
average
shares
outstanding
during
each
period.
(b)
Not
annualized.
(c)
The
ratios
of
expenses
and
net
investment
income
to
average
net
assets
do
not
reflect
the
Fund’s
proportionate
share
of
income
and
expenses
of
underlying
investment
companies
in
which
the
Fund
invests.
(d)
Annualized.
(e)
Ratio
includes
waivers
and
previously
waived
investment
advisory
fees
recovered.  The
impact
of
the
recovered
fees
may
cause
a
higher
net
expense
ratio.
(f)
Reflects
the
expense
ratio
excluding
any
waivers
and/or
reimbursements.
The
BeeHive
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
10
Note
1.
Organization
The
BeeHive
Fund
(the
“Fund”)
is
a
diversified
portfolio
of
Forum
Funds
(the
“Trust”).
The
Trust
is
a
Delaware
statutory
trust
that
is
registered
as
an
open-end,
management
investment
company
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“Act”).
Under
its
Trust
Instrument,
the
Trust
is
authorized
to
issue
an
unlimited
number
of
the
Fund’s
shares
of
beneficial
interest
without
par
value.
The
Fund
commenced
operations
on
September
2,
2008.
The
Fund
seeks
capital
appreciation.
Note
2.
Summary
of
Significant
Accounting
Policies
The
Fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
under
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946,
“Financial
Services
–
Investment
Companies.”
These
financial
statements
are
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“GAAP”),
which
require
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities,
the
disclosure
of
contingent
liabilities
at
the
date
of
the
financial
statements,
and
the
reported
amounts
of
increases
and
decreases
in
net
assets
from
operations
during
the
fiscal
period.
Actual
amounts
could
differ
from
those
estimates.
The
following
summarizes
the
significant
accounting
policies
of
the
Fund:
Security
Valuation
–
Securities
are
valued
at
market
prices
using
the
last
quoted
trade
or
official
closing
price
from
the
principal
exchange
where
the
security
is
traded,
as
provided
by
independent
pricing
services
on
each
Fund
business
day.
In
the
absence
of
a
last
trade,
securities
are
valued
at
the
mean
of
the
last
bid
and
ask
price
provided
by
the
pricing
service.
Shares
of
non-exchange
traded
open-end
mutual
funds
are
valued
at
net
asset
value
(“NAV”).
Short-term
investments
that
mature
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Pursuant
to
Rule
2a-5
under
the
Investment
Company
Act,
the
Trust’s
Board
of
Trustees
(the
“Board”)
has
designated
the
Advisor,
as
defined
in
Note
3,
as
the
Fund’s
valuation
designee
to
perform
any
fair
value
determinations
for
securities
and
other
assets
held
by
the
Fund.
The
Advisor
is
subject
to
the
oversight
of
the
Board
and
certain
reporting
and
other
requirements
intended
to
provide
the
Board
the
information
needed
to
oversee
the
Advisor’s
fair
value
determinations.
The
Advisor
is
responsible
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
in
accordance
with
policies
and
procedures
that
have
been
approved
by
the
Board.
Under
these
procedures,
the
Advisor
convenes
on
a
regular
and
ad
hoc
basis
to
review
such
investments
and
considers
a
number
of
factors,
including
valuation
methodologies
and
significant
unobservable
inputs,
when
arriving
at
fair
value.
The
Board
has
approved
the
Advisor’s
fair
valuation
procedures
as
a
part
of
the
Fund’s
compliance
program
and
will
review
any
changes
made
to
the
procedures.
The
Advisor
provides
fair
valuation
inputs.
In
determining
fair
valuations,
inputs
may
include
market-based
analytics
that
may
consider
related
or
comparable
assets
or
liabilities,
recent
transactions,
market
multiples,
book
values
and
other
relevant
investment
information.
Advisor
inputs
may
include
an
income-based
approach
in
which
the
anticipated
future
cash
flows
of
the
investment
are
discounted
in
determining
fair
value.
Discounts
may
also
be
applied
based
on
the
nature
or
duration
of
any
restrictions
on
the
disposition
of
the
investments.
The
Advisor
performs
regular
reviews
of
valuation
methodologies,
key
inputs
and
assumptions,
disposition
analysis
and
market
activity.
Fair
valuation
is
based
on
subjective
factors
and,
as
a
result,
the
fair
value
price
of
an
investment
may
differ
from
the
security’s
market
price
and
may
not
be
the
price
at
which
the
asset
may
be
sold.
Fair
valuation
could
result
in
a
different
NAV
than
a
NAV
determined
by
using
market
quotes.
GAAP
has
a
three-tier
fair
value
hierarchy.
The
basis
of
the
tiers
is
dependent
upon
the
various
“inputs”
used
to
determine
the
value
of
the
Fund’s
investments.
These
inputs
are
summarized
in
the
three
broad
levels
listed
below:
Level
1
-
Quoted
prices
in
active
markets
for
identical
assets
and
liabilities.
Level
2
-
Prices
determined
using
significant
other
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepayment
speeds,
credit
risk,
etc.).
Short-term
securities
with
maturities
of
sixty
days
or
less
are
valued
at
amortized
cost,
which
approximates
market
value,
and
are
categorized
as
Level
2
in
the
hierarchy.
Municipal
securities,
long-term
U.S.
government
obligations
and
corporate
debt
securities
are
valued
in
accordance
with
the
evaluated
price
supplied
by
a
pricing
service
and
generally
categorized
as
Level
2
in
the
hierarchy.
Other
securities
that
are
categorized
as
Level
2
in
the
hierarchy
include,
but
are
not
The
BeeHive
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
11
limited
to,
warrants
that
do
not
trade
on
an
exchange,
securities
valued
at
the
mean
between
the
last
reported
bid
and
ask
quotation
and
international
equity
securities
valued
by
an
independent
third
party
with
adjustments
for
changes
in
value
between
the
time
that
the
securities’
respective
local
market
closes
and
the
close
of
the
U.S.
market.
Level
3
-
Significant
unobservable
inputs
(including
the
Fund’s
own
assumptions
in
determining
the
fair
value
of
investments).
The
aggregate
value
by
input
level,
as
of
June
30,
2023,
for
the
Fund’s
investments
is
included
at
the
end
of
the
Fund’s
Schedule
of
Investments.
Security
Transactions,
Investment
Income
and
Realized
Gain
and
Loss
–
Investment
transactions
are
accounted
for
on
the
trade
date.
Dividend
income
is
recorded
on
the
ex-dividend
date.
Non-cash
dividend
income
is
recorded
at
the
fair
market
value
of
the
securities
received.
Foreign
dividend
income
is
recorded
on
the
ex-dividend
date
or
as
soon
as
possible
after
determining
the
existence
of
a
dividend
declaration
after
exercising
reasonable
due
diligence.
Income
and
capital
gains
on
some
foreign
securities
may
be
subject
to
foreign
withholding
taxes,
which
are
accrued
as
applicable.
Interest
income
is
recorded
on
an
accrual
basis.
Premium
is
amortized
to
the
next
call
date
above
par,
and
discount
is
accreted
to
maturity
using
the
effective
interest
method.
Identified
cost
of
investments
sold
is
used
to
determine
the
gain
and
loss
for
both
financial
statement
and
federal
income
tax
purposes.
Distributions
to
Shareholders
–
The
Fund
declares
any
dividends
from
net
investment
income
and
pays
them
annually.
Any
net
capital
gains
and
net
foreign
currency
gains
realized
by
the
Fund
are
distributed
at
least
annually.
Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date.
Distributions
are
based
on
amounts
calculated
in
accordance
with
applicable
federal
income
tax
regulations,
which
may
differ
from
GAAP.
These
differences
are
due
primarily
to
differing
treatments
of
income
and
gain
on
various
investment
securities
held
by
the
Fund,
timing
differences
and
differing
characterizations
of
distributions
made
by
the
Fund.
Federal
Taxes
–
The
Fund
intends
to
continue
to
qualify
each
year
as
a
regulated
investment
company
under
Subchapter
M
of
Chapter
1,
Subtitle
A,
of
the
Internal
Revenue
Code
of
1986,
as
amended
(“Code”),
and
to
distribute
all
of
its
taxable
income
to
shareholders.
In
addition,
by
distributing
in
each
calendar
year
substantially
all
of
its
net
investment
income
and
capital
gains,
if
any,
the
Fund
will
not
be
subject
to
a
federal
excise
tax.
Therefore,
no
federal
income
or
excise
tax
provision
is
required.
The
Fund
recognizes
interest
and
penalties,
if
any,
related
to
unrecognized
tax
benefits
as
income
tax
expense
in
the
Statement
of
Operations.
During
the
period,
the
Fund
did
not
incur
any
interest
penalties.
The
Fund
files
a
U.S.
federal
income
and
excise
tax
return
as
required.
The
Fund’s
federal
income
tax
returns
are
subject
to
examination
by
the
Internal
Revenue
Service
for
a
period
of
three
fiscal
years
after
they
are
filed.
As
of
June
30,
2023,
there
are
no
uncertain
tax
positions
that
would
require
financial
statement
recognition,
de-recognition
or
disclosure.
Income
and
Expense
Allocation
–
The
Trust
accounts
separately
for
the
assets,
liabilities
and
operations
of
each
of
its
investment
portfolios.
Expenses
that
are
directly
attributable
to
more
than
one
investment
portfolio
are
allocated
among
the
respective
investment
portfolios
in
an
equitable
manner.
Commitments
and
Contingencies
–
In
the
normal
course
of
business,
the
Fund
enters
into
contracts
that
provide
general
indemnifications
by
the
Fund
to
the
counterparties
to
the
contracts.
The
Fund’s
maximum
exposure
under
these
arrangements
is
dependent
on
future
claims
that
may
be
made
against
the
Fund
and,
therefore,
cannot
be
estimated;
however,
based
on
experience,
the
risk
of
loss
from
such
claims
is
considered
remote.
The
Fund
has
determined
that
none
of
these
arrangements
requires
disclosure
on
the
Fund’s
balance
sheet.
Note
3.
Fees
and
Expenses
Investment
Advisor
–
Spears
Abacus
Advisors
LLC
(the
“Advisor”)
is
the
investment
advisor
to
the
Fund.
Pursuant
to
an
investment
advisory
agreement,
the
Advisor
receives
an
advisory
fee,
payable
monthly,
from
the
Fund
at
an
annual
rate
of
0.75%
of
the
Fund’s
average
daily
net
assets.
Distribution
–
Foreside
Fund
Services,
LLC,
a
wholly
owned
subsidiary
of
Foreside
Financial
Group,
LLC
(dba
ACA
Group)
(the
“Distributor”),
acts
as
the
agent
of
the
Trust
in
connection
with
the
continuous
offering
of
shares
of
the
Fund.
The
Distributor
is
not
affiliated
with
the
Advisor
or
Atlantic
Fund
Administration,
LLC,
a
wholly
owned
subsidiary
of
Apex
US
Holdings
LLC
(d/b/a
Apex
Fund
Services)
(“Apex”)
or
their
affiliates.
The
Fund
has
adopted
a
distribution
plan
in
accordance
with
Rule
12b-1
of
the
Act.
The
The
BeeHive
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
12
Fund
may
pay
the
Distributor
and/or
any
other
entity
as
authorized
by
the
Board
a
fee
up
to
0.25%
of
the
Fund’s
average
daily
net
assets.
The
Fund
has
suspended
payments
under
its
Rule
12b-1
plan
until
further
notice
and
has
not
paid
any
distribution
fees
to
date.
The
Fund
may
remove
the
suspension
and
make
payments
under
the
Rule
12b-1
plan
at
any
time,
subject
to
Board
approval.
Other
Service
Providers
–
Apex
provides
fund
accounting,
fund
administration,
compliance
and
transfer
agency
services
to
the
Fund.
The
fees
related
to
these
services
are
included
in
Fund
services
fees
within
the
Statement
of
Operations.
Apex
also
provides
certain
shareholder
report
production
and
EDGAR
conversion
and
filing
services.
Pursuant
to
an
Apex
Services
Agreement,
the
Fund
pays
Apex
customary
fees
for
its
services.
Apex
provides
a
Principal
Executive
Officer,
a
Principal
Financial
Officer,
a
Chief
Compliance
Officer
and
an
Anti-Money
Laundering
Officer
to
the
Fund,
as
well
as
certain
additional
compliance
support
functions.
Trustees
and
Officers
–
Each
Independent
Trustee’s
annual
retainer
is
$45,000
($55,000
for
the
Chairman).
The
Audit
Committee
Chairman
receives
an
additional
$2,000
annually.
The
Trustees
and
the
Chairman
may
receive
additional
fees
for
special
Board
meetings.
Each
Trustee
is
also
reimbursed
for
all
reasonable
out-of-pocket
expenses
incurred
in
connection
with
his
or
her
duties
as
a
Trustee,
including
travel
and
related
expenses
incurred
in
attending
Board
meetings.
The
amount
of
Trustees’
fees
attributable
to
the
Fund
is
disclosed
in
the
Statement
of
Operations.
Certain
officers
of
the
Trust
are
also
officers
or
employees
of
the
above
named
service
providers,
and
during
their
terms
of
office
received
no
compensation
from
the
Fund.
Note
4.
Expense
Reimbursement
and
Fees
Waived
The
Advisor
has
contractually
agreed
to
waive
its
fee
and/or
reimburse
Fund
expenses
to
limit
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
(excluding
taxes,
interest,
portfolio
transaction
expenses
and
extraordinary
expenses)
to
0.99%
of
the
Fund’s
average
daily
net
assets
through
April
30,
2024
(the
“Expense
Cap”).
The
Advisor
may
recoup
from
the
Fund
fees
waived
and
expenses
reimbursed
by
the
Advisor
pursuant
to
the
Expense
Cap
if
the
recoupment
is
made
within
three
years
of
the
fee
waiver
or
expense
reimbursement
and
does
not
cause
the
Total
Annual
Fund
Operating
Expenses
After
Fee
Waiver
and/or
Expense
Reimbursement
(i.e.,
after
the
recoupment
has
been
taken
into
account)
to
exceed
the
lesser
of
(i)
the
then-current
Expense
Cap
and
(ii)
the
Expense
Cap
in
place
at
the
time
the
fees/expenses
were
waived/
reimbursed.
As
of
June
30,
2023
,
$
3,191
is
subject
to
recapture
by
the
Advisor.
Refer
to
the
Statement
of
Operations
to
see
what
was
recouped
during
the
period.
Note
5.
Security
Transactions
The
cost
of
purchases
and
proceeds
from
sales
of
investment
securities
(including
maturities),
other
than
short-term
investments
during
the
period
ended
June
30,
2023
totaled
$7,681,605
and
$11,043,472,
respectively.
Note
6.
Federal
Income
Tax
As
of
June
30,
2023,
the
cost
of
investments
for
federal
income
tax
purposes
is
substantially
the
same
as
for
financial
statement
purposes, and
the
components
of
net
unrealized appreciation were
as
follows:
As
of
December
31,
2022
,
distributable
earnings
on
a
tax
basis
were
as
follows:
The
difference
between
components
of
distributable
earnings
on
a
tax
basis
and
the
amounts
reflected
in
the
Statement
of
Assets
and
Liabilities
are
primarily
due
to
post-October
losses
and
wash
sales.
Gross
Unrealized
Appreciation
$
82,271,093‌
Gross
Unrealized
Depreciation
(43,110‌)
Net
Unrealized
Appreciation
$
82,227,983‌
Undistributed
Ordinary
Income
$
1,933‌
Capital
and
Other
Losses
(241,021‌)
Unrealized
Appreciation
65,556,506‌
Total
$
65,317,418‌
The
BeeHive
Fund
NOTES
TO
FINANCIAL
STATEMENTS
June
30,
2023
13
For
tax
purposes,
the
prior
year
post-October
loss
was
$
241,021
(realized
during
the
period
November
1,
2022
through
December
31,
2022
).
This
loss
was
recognized
for
tax
purposes
on
the
first
business
day
of
the
Fund’s
current
fiscal
year,
January
1,
2023.
Note
7.
Recent
Accounting
Pronouncements
In
June
2022,
the
Financial
Accounting
Standards
Board
issued
Accounting
Standards
Update
2022-03,
which
amends
Fair
Value
Measurement
(Topic
820);
Fair
Value
Measurement
of
Equity
Securities
Subject
to
Contractual
Sale
Restrictions
(“ASU
2022-
03”).
ASU
2022-03
clarifies
guidance
for
fair
value
measurement
of
an
equity
security
subject
to
a
contractual
sale
restriction
and
establishes
new
disclosure
requirements
for
such
equity
securities.
ASU
2022-03
is
effective
for
fiscal
years
beginning
after
December
15,
2023,
and
for
interim
periods
within
those
fiscal
years,
with
early
adoption
permitted.
Management
is
currently
evaluating
the
impact
of
these
amendments
on
the
financial
statements.
Note
8.
Subsequent
Events
Subsequent
events
occurring
after
the
date
of
this
report
through
the
date
these
financial
statements
were
issued
have
been
evaluated
for
potential
impact,
and
the
Fund
has
had
no
such
events.
Management
has
evaluated
the
need
for
additional
disclosures
and/or
adjustments
resulting
from
subsequent
events.
Based
on
this
evaluation,
no
additional
disclosures
or
adjustments
were
required.
The
BeeHive
Fund
ADDITIONAL
INFORMATION
June
30,
2023
14
Change
in
Independent
Registered
Public
Accounting
Firm
On
March
9,
2023,
BBD
LLP
(“BBD”)
ceased
to
serve
as
the
independent
registered
public
accounting
firm
of
the
Fund,
a
series
of
Forum
Funds.
The
Audit
Committee
of
the
Board
of
Directors
approved
the
replacement
of
BBD
as
a
result
of
Cohen
&
Company,
Ltd.’s
(“Cohen”)
acquisition
of
BBD’s
investment
management
group.
The
reports
of
BBD
on
the
financial
statements
of
the
Fund
as
of
and
for
the
fiscal
years
ended
December
31,
2022
and
December
31,
2021
did
not
contain
an
adverse
opinion
or
a
disclaimer
of
opinion,
and
were
not
qualified
or
modified
as
to
uncertainties,
audit
scope
or
accounting
principles.
During
the
years
ended
December
31,
2022
and
December
31,
2021,
and
during
the
subsequent
interim
period
through
March
9,
2023,
(i)
there
were
no
disagreements
between
the
Trust
and
BBD
on
any
matter
of
accounting
principles
or
practices,
financial
statement
disclosure,
or
auditing
scope
or
procedure,
which
disagreements,
if
not
resolved
to
the
satisfaction
of
BBD,
would
have
caused
it
to
make
reference
to
the
subject
matter
of
the
disagreements
in
its
report
on
the
financial
statements
of
the
Fund
for
such
years
or
interim
period,
and
(ii)
there
were
no
“reportable
events,”
as
defined
in
Item
304(a)(1)(v)
of
Regulation
S-K
under
the
Securities
Exchange
Act
of
1934,
as
amended.
The
Trust
requested
that
BBD
furnish
it
with
a
letter
addressed
to
the
U.S.
Securities
and
Exchange
Commission
stating
that
it
agrees
with
the
above
statements.
A
copy
of
this
letter
is
filed
as
an
exhibit
to
Form
N-CSR.
On
March
17,
2023,
the
Audit
Committee
of
the
Board
also
recommended
and
approved
the
appointment
of
Cohen
as
the
Fund’s
independent
registered
public
accounting
firm
for
the
fiscal
year
ending
December
31,
2023.
During
the
fiscal
years
ended
December
31,
2022
and
December
31,
2021,
and
during
the
subsequent
interim
period
through
March
17,
2023,
neither
the
Trust,
nor
anyone
acting
on
its
behalf,
consulted
with
Cohen
on
behalf
of
the
of
Fund
regarding
the
application
of
accounting
principles
to
a
specified
transaction
(either
completed
or
proposed),
the
type
of
audit
opinion
that
might
be
rendered
on
the
Fund’s
financial
statements,
or
any
matter
that
was
either,
(i)
the
subject
of
a
“disagreement,”
as
defined
in
Item
304(a)(1)
(iv)
of
Regulation
S-K
and
the
instructions
thereto;
or
(ii)
"reportable
events,"
as
defined
in
Item
304(a)(1)(v)
of
Regulation
S-K.
Proxy
Voting
Information
A
description
of
the
policies
and
procedures
that
the
Fund
uses
to
determine
how
to
vote
proxies
relating
to
securities
held
in
the
Fund’s
portfolio
is
available,
without
charge
and
upon
request,
by
calling
(866)
684-4915
and
on
the
U.S.
Securities
and
Exchange
Commission’s
(the
“SEC”)
website
at
www.sec.gov.
The
Fund’s
proxy
voting
record
for
the
most
recent
twelve-month
period
ended
June
30
is
available,
without
charge
and
upon
request,
by
calling
(866)
684-4915
and
on
the
SEC’s
website
at
www.sec.gov.
Availability
of
Quarterly
Portfolio
Schedules
The
Fund
files
its
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
Forms
N-PORT
are
available
free
of
charge
on
the
SEC’s
website
at
www.sec.gov.
Shareholder
Expense
Example
As
a
shareholder
of
the
Fund
,
you
incur
ongoing
costs,
including
management
fees
and
other
Fund
expenses.
This
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
Fund
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
period
and
held
for
the
entire
period
from
January
1,
2023
through
June
30,
2023.
Actual
Expenses
–
The
first
line
of
the
table
below
provides
information
about
actual
account
values
and
actual
expenses.
You
may
use
the
information
in
this
line,
together
with
the
amount
you
invested,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
in
the
first
line
under
the
heading
entitled
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
the
period.
The
BeeHive
Fund
ADDITIONAL
INFORMATION
June
30,
2023
15
Hypothetical
Example
for
Comparison
Purposes
–
The
second
line
of
the
table
below
provides
information
about
hypothetical
account
values
and
hypothetical
expenses
based
on
the
Fund’s
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Fund’s
actual
return.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
You
may
use
this
information
to
compare
the
ongoing
costs
of
investing
in
the
Fund
and
other
funds.
To
do
so,
compare
this
5%
hypothetical
example
with
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
other
funds.
Please
note
that
the
expenses
shown
in
the
table
are
meant
to
highlight
your
ongoing
costs
only.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
Beginning
Account
Value
January
1,
2023
Ending
Account
Value
June
30,
2023
Expenses
Paid
During
Period*
Annualized
Expense
Ratio*
Actual
$
1,000.00
$
1,153.55
$
5.23
0.98%
Hypothetical
(5%
return
before
expenses)
$
1,000.00
$
1,019.93
$
4.91
0.98%
*
Expenses
are
equal
to
the
Fund’s
annualized
expense
ratio
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half-year
(181)
divided
by
365
to
reflect
the
half-year
period.
THE
BEEHIVE
FUND
P.O
Box
588
Portland,
Maine
04112
(866)
684-4915
(toll
free)
The
report
is
submitted
for
the
general
information
of
the
shareholders
of
the
Fund.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
an
effective
prospectus,
which
includes
information
regarding
the
Fund’s
risks,
objectives,
fees
and
expenses,
experience
of
its
management
and
other
information.
Distributor
Foreside
Fund
Services,
LLC
Three
Canal
Plaza
Suite
100
Portland,
Maine
04101
www.foreside.com
237-SAR-0623
ITEM 2. CODE OF ETHICS.
Not applicable.
 
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable.
 
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable.
 
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable
 
ITEM 6. INVESTMENTS.
(a)
    
Included as part of report to shareholders under Item 1.
(b)
   
Not applicable.
 
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
 
ITEM 8.  PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
 
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
 
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Registrant does not accept nominees to the board of trustees from shareholders.
 
ITEM 11. CONTROLS AND PROCEDURES
(a) The Registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) are effective, based on their evaluation of the controls and procedures 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, as of a date within 90 days of the filing date of this report.
 (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 second fiscal quarter of 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 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
 
ITEM 13. EXHIBITS.
 
(a)(1)  Not applicable.
 
(a)(3)  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              Forum Funds
 
By:
/s/ Zachary Tackett
 
 
Zachary Tackett, Principal Executive Officer
 
 
 
 
Date:
August 29, 2023
 
 
 
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:
/s/ Zachary Tackett
 
 
Zachary Tackett, Principal Executive Officer
 
 
 
 
Date:
August 29, 2023
 
 
 
By:
/s/ Karen Shaw
 
 
Karen Shaw, Principal Financial Officer
 
 
 
 
Date:
August 29, 2023