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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number (811-05037)
Professionally
Managed Portfolios
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee,
WI 53202
(Address of principal executive offices) (Zip code)
Jason Hadler
Professionally Managed Portfolios
c/o U.S. Bank Global Fund Services
777 E. Wisconsin
Avenue
Milwaukee, WI 53202
(Name and address of agent for service)
(414) 516-1523
Registrant’s telephone number, including area
code
Date of fiscal year end: October
31
Date of reporting period: April
30, 2025
Item 1. Report to Stockholders.
|
|
|
|
Becker Value Equity Fund
|
|
Retail Class | BVEFX
|
Semi-Annual Shareholder Report | April 30th, 2025
|
This semi-annual shareholder report contains important information about the Becker Value Equity Fund for the period of November 1, 2024, to April 30, 2025. You can find additional information about the Fund at https://www.beckercap.com/mutual-fund/. You can also request this information by contacting us at (800) 551-3998.
|
|
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*
|
Retail Class
|
$39
|
%
|
KEY FUND STATISTICS (as of April 30th, 2025)
|
|
Net Assets
|
$91,527,235
|
Number of Holdings
|
53
|
Portfolio Turnover
|
13%
|
Visit https://www.beckercap.com/mutual-fund/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of April 30th, 2025)
|
|
Top 10 Issuers
|
(%
of net assets)
|
Berkshire Hathaway, Inc.
|
3.9%
|
JPMorgan Chase & Co.
|
3.4%
|
Southern Co.
|
3.2%
|
Charles Schwab Corp.
|
3.2%
|
FirstEnergy Corp.
|
3.1%
|
Blackrock, Inc.
|
3.1%
|
First American Treasury Obligations Fund
|
2.9%
|
Cisco Systems, Inc.
|
2.9%
|
Chubb Ltd.
|
2.9%
|
RTX Corp.
|
2.6%
|
Top Sectors* (% of net assets)
* |
The Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services. |
For additional information about the Fund; including its prospectus, financial information, holdings and proxyinformation, scan the QR code or visithttps://www.beckercap.com/mutual-fund/
Becker Value Equity Fund
|
PAGE 1
|
TSR-SAR-74316J516 |
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Becker Capital Management, Inc. documents not be householded, please contact Becker Capital Management, Inc. at (800) 551-3998, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Becker Capital Management, Inc. or your financial intermediary.
Becker Value Equity Fund
|
PAGE 2
|
TSR-SAR-74316J516 |
20.614.313.112.28.06.56.46.05.37.6
|
|
|
|
Becker Value Equity Fund
|
|
Institutional Class | BVEIX
|
Semi-Annual Shareholder Report | April 30th, 2025
|
This semi-annual shareholder report contains important information about the Becker Value Equity Fund for the period of November 1, 2024, to April 30, 2025. You can find additional information about the Fund at https://www.beckercap.com/mutual-fund/. You can also request this information by contacting us at (800) 551-3998.
|
|
|
Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment*
|
Institutional Class
|
$34
|
%
|
KEY FUND STATISTICS (as of April 30th, 2025)
|
|
Net Assets
|
$91,527,235
|
Number of Holdings
|
53
|
Portfolio Turnover
|
13%
|
Visit https://www.beckercap.com/mutual-fund/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of April 30th, 2025)
|
|
Top 10 Issuers
|
(% of net assets)
|
Berkshire Hathaway, Inc.
|
3.9%
|
JPMorgan Chase & Co.
|
3.4%
|
Southern Co.
|
3.2%
|
Charles Schwab Corp.
|
3.2%
|
FirstEnergy Corp.
|
3.1%
|
Blackrock, Inc.
|
3.1%
|
First American Treasury Obligations Fund
|
2.9%
|
Cisco Systems, Inc.
|
2.9%
|
Chubb Ltd.
|
2.9%
|
RTX Corp.
|
2.6%
|
Top Sectors* (% of net assets)
* |
The Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services. |
For additional information about the Fund; including its prospectus, financial information, holdings and proxyinformation, scan the QR code or visithttps://www.beckercap.com/mutual-fund/
Becker Value Equity Fund
|
PAGE 1
|
TSR-SAR-74316J490 |
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Becker Capital Management, Inc. documents not be householded, please contact Becker Capital Management, Inc. at (800) 551-3998, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Becker Capital Management, Inc. or your financial intermediary.
Becker Value Equity Fund
|
PAGE 2
|
TSR-SAR-74316J490 |
20.614.313.112.28.06.56.46.05.37.6
Item 2. Code of Ethics.
Not applicable for semi-annual reports.
Item 3. Audit Committee Financial
Expert.
Not applicable for semi-annual reports.
Item 4.
Principal Accountant Fees and Services.
Not applicable for semi-annual reports.
Item 5.
Audit Committee of Listed Registrants.
Not applicable.
Item 6.
Investments.
(a) |
|
Schedule of Investments is included within the financial statements filed under Item 7 of this Form. |
Item 7.
Financial Statements and Financial Highlights for Open-End Investment Companies.
(a)
Retail
Class: BVEFX
Institutional
Class: BVEIX
Semi-Annual
Financial Statements & Additional Information
April
30, 2025 (Unaudited)
TABLE OF CONTENTS
Becker
Value Equity Fund
Schedule
of Investments
April
30, 2025 (Unaudited)
|
|
|
|
|
|
|
COMMON
STOCKS - 97.1%
|
|
|
|
|
|
|
Communication
Services - 5.3%
|
|
|
|
|
|
|
Meta
Platforms, Inc. - Class A |
|
|
1,895 |
|
|
$1,040,355
|
Verizon
Communications, Inc. |
|
|
47,475 |
|
|
2,091,749
|
Walt
Disney Co. |
|
|
18,415 |
|
|
1,674,844
|
|
|
|
|
|
|
4,806,948
|
Consumer
Discretionary - 8.0%
|
|
|
|
|
|
|
Amazon.com,
Inc.(a) |
|
|
9,685 |
|
|
1,786,108
|
AutoZone,
Inc.(a) |
|
|
550 |
|
|
2,069,430
|
Home
Depot, Inc. |
|
|
4,656 |
|
|
1,678,441
|
NIKE,
Inc. - Class B |
|
|
32,330 |
|
|
1,823,412
|
|
|
|
|
|
|
7,357,391
|
Consumer
Staples - 6.0%
|
|
|
|
|
|
|
Diageo
PLC - ADR |
|
|
9,545 |
|
|
1,069,231
|
Procter
& Gamble Co. |
|
|
8,510 |
|
|
1,383,471
|
Sysco
Corp. |
|
|
28,450 |
|
|
2,031,330
|
Walmart,
Inc. |
|
|
10,174 |
|
|
989,421
|
|
|
|
|
|
|
5,473,453
|
Energy
- 6.5%
|
|
|
|
|
|
|
Chevron
Corp. |
|
|
9,517 |
|
|
1,294,883
|
Exxon
Mobil Corp. |
|
|
17,406 |
|
|
1,838,596
|
Kinder
Morgan, Inc. |
|
|
70,144 |
|
|
1,844,787
|
Shell
PLC - ADR |
|
|
15,346 |
|
|
989,510
|
|
|
|
|
|
|
5,967,776
|
Financials
- 20.6%
|
|
|
|
|
|
|
Berkshire
Hathaway, Inc. - Class B(a) |
|
|
6,720 |
|
|
3,583,440
|
Blackrock,
Inc. |
|
|
3,135 |
|
|
2,866,205
|
Charles
Schwab Corp. |
|
|
35,730 |
|
|
2,908,422
|
Chubb
Ltd. |
|
|
9,310 |
|
|
2,663,405
|
Goldman
Sachs Group, Inc. |
|
|
1,914 |
|
|
1,048,011
|
JPMorgan
Chase & Co. |
|
|
12,815 |
|
|
3,134,805
|
PayPal
Holdings, Inc.(a) |
|
|
27,010 |
|
|
1,778,339
|
US
Bancorp |
|
|
20,980 |
|
|
846,333
|
|
|
|
|
|
|
18,828,960
|
Health
Care - 14.3%
|
|
|
|
|
|
|
Baxter
International, Inc. |
|
|
44,480 |
|
|
1,386,442
|
Johnson
& Johnson |
|
|
12,875 |
|
|
2,012,491
|
Koninklijke
Philips NV(a) |
|
|
36,389 |
|
|
922,461
|
McKesson
Corp. |
|
|
3,370 |
|
|
2,402,102
|
Merck
& Co., Inc. |
|
|
13,105 |
|
|
1,116,546
|
Molina
Healthcare, Inc.(a) |
|
|
3,340 |
|
|
1,092,214
|
Quest
Diagnostics, Inc. |
|
|
6,078 |
|
|
1,083,221
|
Sanofi
SA - ADR |
|
|
41,125 |
|
|
2,259,819
|
Teleflex,
Inc. |
|
|
5,925 |
|
|
812,021
|
|
|
|
|
|
|
13,087,317
|
Industrials
- 13.1%
|
|
|
|
|
|
|
Carrier
Global Corp. |
|
|
34,665 |
|
|
2,167,949
|
Eaton
Corp. PLC |
|
|
6,605 |
|
|
1,944,314
|
Embraer
SA - ADR(a) |
|
|
31,940 |
|
|
1,467,324
|
General
Dynamics Corp. |
|
|
5,710 |
|
|
1,553,805
|
Honeywell
International, Inc. |
|
|
7,545 |
|
|
1,588,222
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RTX
Corp. |
|
|
19,071 |
|
|
$2,405,425
|
Timken
Co. |
|
|
12,975 |
|
|
833,644
|
|
|
|
|
|
|
11,960,683
|
Information
Technology - 12.2%
|
|
|
|
|
|
|
Adobe,
Inc.(a) |
|
|
1,900 |
|
|
712,462
|
Apple,
Inc. |
|
|
6,600 |
|
|
1,402,500
|
Cisco
Systems, Inc. |
|
|
46,600 |
|
|
2,690,218
|
Intel
Corp. |
|
|
62,150 |
|
|
1,249,215
|
Microchip
Technology, Inc. |
|
|
19,160 |
|
|
882,893
|
Microsoft
Corp. |
|
|
4,480 |
|
|
1,770,765
|
QUALCOMM,
Inc. |
|
|
11,035 |
|
|
1,638,256
|
Salesforce,
Inc. |
|
|
3,105 |
|
|
834,344
|
|
|
|
|
|
|
11,180,653
|
Materials
- 4.7%
|
|
|
|
|
|
|
Air
Products and Chemicals, Inc. |
|
|
7,380 |
|
|
2,000,644
|
Methanex
Corp. |
|
|
24,680 |
|
|
772,238
|
Newmont
Corp. |
|
|
29,440 |
|
|
1,550,899
|
|
|
|
|
|
|
4,323,781
|
Utilities
- 6.4%
|
|
|
|
|
|
|
FirstEnergy
Corp. |
|
|
66,876 |
|
|
2,867,643
|
Southern
Co. |
|
|
32,295 |
|
|
2,967,587
|
|
|
|
|
|
|
5,835,230
|
TOTAL
COMMON STOCKS
(Cost
$61,260,325) |
|
|
|
|
|
88,822,192
|
SHORT-TERM
INVESTMENTS - 2.9%
|
|
|
|
|
|
|
Money
Market Funds - 2.9%
|
|
|
|
|
|
|
First
American Treasury Obligations
Fund
- Class X, 4.25%(b) |
|
|
2,694,850 |
|
|
2,694,850
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$2,694,850) |
|
|
|
|
|
2,694,850
|
TOTAL
INVESTMENTS - 100.0%
(Cost
$63,955,175) |
|
|
|
|
|
$91,517,042
|
Other
Assets in Excess of
Liabilities
- 0.0%(c) |
|
|
|
|
|
10,193
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$91,527,235 |
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
The
Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI,
Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is
a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
ADR
- American Depositary Receipt
NV
- Naamloze Vennootschap
PLC
- Public Limited Company
SA
- Sociedad Anónima
(a)
|
Non-income producing
security.
|
(b)
|
The rate shown
represents the 7-day annualized effective yield as of April 30, 2025.
|
(c)
|
Represents less than
0.05% of net assets. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BECKER
VALUE EQUITY FUND
STATEMENT
OF ASSETS AND LIABILITIES
April 30,
2025 (Unaudited)
|
|
|
|
ASSETS:
|
|
|
|
Investments,
at value |
|
|
$
91,517,042 |
Dividends
receivable |
|
|
83,450
|
Dividend
tax reclaims receivable |
|
|
53,557
|
Receivable
for fund shares sold |
|
|
19,210
|
Interest
receivable |
|
|
8,819
|
Cash |
|
|
93
|
Prepaid
expenses and other assets |
|
|
26,463
|
Total
assets |
|
|
91,708,634
|
LIABILITIES:
|
|
|
|
Payable
for capital shares redeemed |
|
|
56,115
|
Payable
for distribution and shareholder servicing fees |
|
|
37,011
|
Payable
for fund administration and accounting fees |
|
|
20,725
|
Payable
to adviser |
|
|
17,839
|
Payable
for audit fees |
|
|
16,893
|
Payable
for transfer agent fees and expenses |
|
|
10,619
|
Payable
for compliance fees |
|
|
2,765
|
Payable
for custodian fees |
|
|
1,067
|
Payable
for expenses and other liabilities |
|
|
18,365
|
Total
liabilities |
|
|
181,399
|
NET
ASSETS |
|
|
$
91,527,235 |
Net
Assets Consists of:
|
|
|
|
Paid-in
capital |
|
|
$56,377,468
|
Total
distributable earnings |
|
|
35,149,767
|
Total
net assets |
|
|
$
91,527,235 |
Institutional
Class
|
|
|
|
Net
assets |
|
|
$
64,276,776 |
Shares
issued and outstanding(a) |
|
|
3,238,634
|
Net
asset value per share |
|
|
$19.85
|
Retail
Class
|
|
|
|
Net
assets |
|
|
$
27,250,459 |
Shares
issued and outstanding(a) |
|
|
1,384,198
|
Net
asset value per share |
|
|
$19.69
|
Cost:
|
|
|
|
Investments,
at cost |
|
|
$
63,955,175 |
|
|
|
|
(a)
|
Unlimited shares authorized
without par value. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BECKER
VALUE EQUITY FUND
STATEMENT
OF OPERATIONS
For
the Period Ended April 30, 2025 (Unaudited)
|
|
|
|
INVESTMENT
INCOME:
|
|
|
|
Dividend
income |
|
|
$902,685
|
Less:
Dividend withholding taxes |
|
|
(1,523)
|
Less:
Issuance fees |
|
|
(2,137)
|
Interest
income |
|
|
64,521
|
Total
investment income |
|
|
963,546
|
EXPENSES:
|
|
|
|
Investment
advisory fee |
|
|
262,354
|
Fund
administration and accounting fees |
|
|
62,525
|
Transfer
agent fees |
|
|
29,586
|
Federal
and state registration fees |
|
|
18,188
|
Shareholder
service costs - Retail Class |
|
|
14,198
|
Trustees’
fees |
|
|
12,102
|
Audit
fees |
|
|
11,285
|
Compliance
fees |
|
|
7,345
|
Legal
fees |
|
|
4,627
|
Reports
to shareholders |
|
|
3,249
|
Custodian
fees |
|
|
2,922
|
Other
expenses and fees |
|
|
20,099
|
Total
expenses |
|
|
448,480
|
Expense
reimbursement by Adviser |
|
|
(109,917)
|
Net
expenses |
|
|
338,563
|
Net
investment income |
|
|
624,983
|
REALIZED
AND UNREALIZED GAIN (LOSS)
|
|
|
|
Net
realized gain (loss) from:
|
|
|
|
Investments |
|
|
7,173,232
|
Net
realized gain (loss) |
|
|
7,173,232
|
Net
change in unrealized appreciation (depreciation) on:
|
|
|
|
Investments |
|
|
(7,181,125)
|
Net
change in unrealized appreciation (depreciation) |
|
|
(7,181,125)
|
Net
realized and unrealized gain (loss) |
|
|
(7,893)
|
NET
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
|
|
$617,090 |
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Becker
Value Equity Fund
Statements
of Changes in Net Assets
|
|
|
|
|
|
|
OPERATIONS:
|
|
|
|
|
|
|
Net
investment income (loss) |
|
|
$624,983 |
|
|
$1,239,699
|
Net
realized gain (loss) |
|
|
7,173,232 |
|
|
5,054,543
|
Net
change in unrealized appreciation (depreciation) |
|
|
(7,181,125) |
|
|
15,369,657
|
Net
increase (decrease) in net assets from operations |
|
|
617,090 |
|
|
21,663,899
|
DISTRIBUTIONS
TO SHAREHOLDERS:
|
|
|
|
|
|
|
From
earnings - Institutional Class |
|
|
(4,031,178) |
|
|
(6,646,523)
|
From
earnings - Retail Class |
|
|
(1,720,146) |
|
|
(3,035,016)
|
Total
distributions to shareholders |
|
|
(5,751,324) |
|
|
(9,681,539)
|
CAPITAL
TRANSACTIONS:
|
|
|
|
|
|
|
Subscriptions
- Institutional Class |
|
|
478,159 |
|
|
1,776,348
|
Reinvestments
- Institutional Class |
|
|
3,978,982 |
|
|
6,531,315
|
Redemptions
- Institutional Class |
|
|
(4,096,534) |
|
|
(7,335,347)
|
Redemption
fees - Institutional Class |
|
|
— |
|
|
48
|
Subscriptions
- Retail Class |
|
|
263,199 |
|
|
1,003,834
|
Reinvestments
- Retail Class |
|
|
1,694,371 |
|
|
2,995,000
|
Redemptions
- Retail Class |
|
|
(1,976,007) |
|
|
(4,754,964)
|
Redemption
fees - Retail Class |
|
|
— |
|
|
21
|
Net
increase (decrease) in net assets from capital transactions |
|
|
342,170 |
|
|
216,255
|
NET
INCREASE (DECREASE) IN NET ASSETS |
|
|
(4,792,064) |
|
|
12,198,615
|
NET
ASSETS:
|
|
|
|
|
|
|
Beginning
of the period |
|
|
96,319,299 |
|
|
84,120,684
|
End
of the period |
|
|
$
91,527,235 |
|
|
$96,319,299
|
SHARES
TRANSACTIONS
|
|
|
|
|
|
|
Subscriptions
- Institutional Class |
|
|
23,753 |
|
|
92,029
|
Reinvestments
- Institutional Class |
|
|
191,113 |
|
|
369,209
|
Redemptions
- Institutional Class |
|
|
(201,981) |
|
|
(377,139)
|
Subscriptions
- Retail Class |
|
|
13,049 |
|
|
52,419
|
Reinvestments
- Retail Class |
|
|
82,012 |
|
|
170,364
|
Redemptions
- Retail Class |
|
|
(97,484) |
|
|
(247,252)
|
Total
increase (decrease) in shares outstanding |
|
|
10,462 |
|
|
59,630 |
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BECKER
VALUE EQUITY FUND
FINANCIAL
HIGHLIGHTS
INSTITUTIONAL
CLASS
|
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$20.93 |
|
|
$18.51 |
|
|
$19.69 |
|
|
$23.67 |
|
|
$16.49 |
|
|
$18.01
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income(a) |
|
|
0.40 |
|
|
0.27 |
|
|
0.27 |
|
|
0.25 |
|
|
0.33 |
|
|
0.35
|
Net
realized and unrealized gain (loss) on investments(b) |
|
|
(0.22) |
|
|
4.27 |
|
|
0.12 |
|
|
(1.59) |
|
|
7.33 |
|
|
(1.43)
|
Total
from investment operations |
|
|
0.18 |
|
|
4.54 |
|
|
0.39 |
|
|
(1.34) |
|
|
7.66 |
|
|
(1.08)
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.26) |
|
|
(0.29) |
|
|
(0.30) |
|
|
(0.31) |
|
|
(0.48) |
|
|
(0.44)
|
Net
realized gains |
|
|
(1.00) |
|
|
(1.83) |
|
|
(1.27) |
|
|
(2.33) |
|
|
— |
|
|
—
|
Total
distributions |
|
|
(1.26) |
|
|
(2.12) |
|
|
(1.57) |
|
|
(2.64) |
|
|
(0.48) |
|
|
(0.44)
|
Redemption
fee per share |
|
|
0.00(c) |
|
|
0.00(c) |
|
|
— |
|
|
— |
|
|
0.00(c) |
|
|
0.00(c)
|
Net
asset value, end of period |
|
|
$19.85 |
|
|
$20.93 |
|
|
$18.51 |
|
|
$19.69 |
|
|
$23.67 |
|
|
$16.49
|
Total
return(d) |
|
|
0.56% |
|
|
26.63% |
|
|
1.97% |
|
|
−6.51% |
|
|
47.22% |
|
|
−6.27%
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
assets, end of period
(in
thousands) |
|
|
$64,277 |
|
|
$67,511 |
|
|
$58,141 |
|
|
$73,741 |
|
|
$116,680 |
|
|
$84,483
|
Ratio
of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before
expense reimbursement/
recoupment(e) |
|
|
0.91% |
|
|
0.94% |
|
|
0.90% |
|
|
0.82% |
|
|
0.78% |
|
|
0.78%
|
After
expense reimbursement/
recoupment(e) |
|
|
0.68% |
|
|
0.68% |
|
|
0.68% |
|
|
0.68% |
|
|
0.68% |
|
|
0.68%
|
Ratio
of net investment income (loss) to average net assets(e) |
|
|
1.34% |
|
|
1.35% |
|
|
1.43% |
|
|
1.23% |
|
|
1.57% |
|
|
2.03%
|
Portfolio
turnover rate(d) |
|
|
13% |
|
|
20% |
|
|
31% |
|
|
28% |
|
|
28% |
|
|
34% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Net investment income
per share has been calculated based on average shares outstanding during the year. |
(b)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
years, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year. |
(c)
|
Amount represents
less than $0.005 per share. |
(d)
|
Not annualized for
periods less than one year. |
(e)
|
Annualized for periods
less than one year. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
BECKER
VALUE EQUITY FUND
FINANCIAL
HIGHLIGHTS
RETAIL
CLASS
|
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$20.78 |
|
|
$18.41 |
|
|
$19.61 |
|
|
$23.59 |
|
|
$16.43 |
|
|
$17.94
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income(a) |
|
|
0.38 |
|
|
0.24 |
|
|
0.25 |
|
|
0.23 |
|
|
0.31 |
|
|
0.33
|
Net
realized and unrealized gain (loss) on investments(b) |
|
|
(0.21) |
|
|
4.26 |
|
|
0.12 |
|
|
(1.60) |
|
|
7.31 |
|
|
(1.43)
|
Total
from investment operations |
|
|
0.17 |
|
|
4.50 |
|
|
0.37 |
|
|
(1.37) |
|
|
7.62 |
|
|
(1.10)
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.26) |
|
|
(0.30) |
|
|
(0.30) |
|
|
(0.28) |
|
|
(0.46) |
|
|
(0.41)
|
Net
realized gains |
|
|
(1.00) |
|
|
(1.83) |
|
|
(1.27) |
|
|
(2.33) |
|
|
— |
|
|
—
|
Total
distributions |
|
|
(1.26) |
|
|
(2.13) |
|
|
(1.57) |
|
|
(2.61) |
|
|
(0.46) |
|
|
(0.41)
|
Redemption
fee per share |
|
|
0.00(c) |
|
|
0.00(c) |
|
|
0.00(c) |
|
|
— |
|
|
0.00(c) |
|
|
0.00(c)
|
Net
asset value, end of period |
|
|
$19.69 |
|
|
$20.78 |
|
|
$18.41 |
|
|
$19.61 |
|
|
$23.59 |
|
|
$16.43
|
Total
return(d) |
|
|
0.49% |
|
|
26.55% |
|
|
1.86% |
|
|
−6.63% |
|
|
47.10% |
|
|
−6.36%
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
assets, end of period
(in
thousands) |
|
|
$27,250 |
|
|
$28,808 |
|
|
$25,980 |
|
|
$28,743 |
|
|
$33,722 |
|
|
$25,880
|
Ratio
of expenses to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before
expense reimbursement/
recoupment(e) |
|
|
1.01% |
|
|
1.04% |
|
|
1.00% |
|
|
0.93% |
|
|
0.88% |
|
|
0.88%
|
After
expense reimbursement/
recoupment(e) |
|
|
0.78% |
|
|
0.78% |
|
|
0.78% |
|
|
0.78% |
|
|
0.78% |
|
|
0.78%
|
Ratio
of net investment income (loss) to average net assets(e) |
|
|
1.24% |
|
|
1.25% |
|
|
1.32% |
|
|
1.13% |
|
|
1.48% |
|
|
1.94%
|
Portfolio
turnover rate(d) |
|
|
13% |
|
|
20% |
|
|
31% |
|
|
28% |
|
|
28% |
|
|
34% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Net investment income
per share has been calculated based on average shares outstanding during the year. |
(b)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
years, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year. |
(c)
|
Amount represents
less than $0.005 per share. |
(d)
|
Not annualized for
periods less than one year. |
(e)
|
Annualized for periods
less than one year. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Becker
Value Equity Fund
NOTES
TO FINANCIAL STATEMENTS
April
30, 2025 (Unaudited)
NOTE
1 – ORGANIZATION
The
Becker Value Equity Fund (the “Fund”) is a diversified series of shares of beneficial interest of Professionally Managed Portfolios
(the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an
open-end investment management company. The Fund is an investment company and accordingly follows the investment company accounting and
reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services-Investment
Companies.”
The
Fund commenced operations on November 3, 2003 with the investment objective to provide long-term capital appreciation. The Fund currently
offers Retail and Institutional Class shares, which were first offered to the public on November 3, 2003 and on September 2, 2011,
respectively. Both classes of shares hold equal rights as to earnings and assets with Retail Class shares bearing shareholder service
fees. Each class of shares has exclusive voting rights with respect to matters affecting that individual class. Income, expenses (other
than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class
of shares based on its relative net assets.
NOTE
2 – SIGNIFICANT ACCOUNTING POLICIES
The
following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting
principles generally accepted in the United States of America (U.S. GAAP).
A.
|
Security Valuation.
All equity securities, which may include Real Estate Investment Trusts (“REITs”), Business Development Companies (“BDCs”)
and Master Limited Partnerships (“MLPs”), that are traded on U.S. or foreign national securities exchanges, are valued at
the last reported sale price on the exchange on which the security is principally traded or the exchange’s official closing price,
if applicable. If, on a particular day, an exchange-traded security does not trade, then the mean between the most recent quoted bid and
asked prices will be used. All equity securities, which may include REITs, BDCs and MLPs, which are not traded on a listed exchange are
valued at the last sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then
the mean between the last quoted closing bid and asked price will be used. |
Securities
for which market quotations are not ready available are valued at their respective fair values as determined in accordance with procedures
approved by the Board of Trustees (the “Board”). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated Becker
Capital Management (the “Advisor”) as valuation designee to perform fair value determinations relating to the Fund’s
portfolio investments, subject to the Board’s oversight. Fair value pricing is an inherently subjective process, and no single standard
exists for determining fair value. The use of fair value pricing by a fund may cause the net asset value of its shares to differ significantly
from the net asset value that would be calculated without regard to such considerations.
As
described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes
a hierarchy that prioritizes inputs to valuation methods.
The
three levels of inputs are:
Level 1 –
|
Unadjusted quoted prices in active markets
for identical assets or liabilities that the Fund has the ability to access. |
Level 2 –
|
Observable inputs other than quoted prices
included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices
for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield
curves, default rates, and similar data. |
Level 3 –
|
Unobservable inputs for the asset or liability,
to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market
participant would use in valuing the asset or liability; and would be based on the best information available. |
The
availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example,
the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics
particular to the security. To the extent that
TABLE OF CONTENTS
Becker
Value Equity Fund
NOTES
TO FINANCIAL STATEMENTS
April
30, 2025 (Unaudited)(Continued)
valuation
is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.
Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The
inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes,
the level in the fair value hierarchy within which the fair value measurements fall in its entirety, is determined based on the lowest
level input that is significant to the fair value measurement in its entirety.
The
following is a summary of the inputs used to value the Fund’s investments as of April 30, 2025. See the Schedule of Investments
for sector breakouts.
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stocks |
|
|
$88,822,192 |
|
|
$— |
|
|
$— |
|
|
$88,822,192
|
Money
Market Funds |
|
|
2,694,850 |
|
|
— |
|
|
— |
|
|
2,694,850
|
Total
Investments |
|
|
$91,517,042 |
|
|
$ — |
|
|
$ — |
|
|
$91,517,042 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Refer
to the Schedule of Investments for further disaggregation of investment categories.
B.
|
Foreign Currency.
Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts
at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies
are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not isolate that portion of the results
of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices
of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. The Fund reports
net realized foreign exchange gains or losses that arise from sales of foreign currencies, currency gains or losses realized between the
trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding
taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign
exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities, at fiscal
period end, resulting from changes in exchange rates. |
C.
|
Federal Income
Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially
all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment
companies. Therefore, no provision for federal income taxes or excise taxes has been made. |
In
order to avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends
in each calendar year at least 98.0% of its net investment income (earned during the calendar year) and at least 98.2% of its net realized
capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
Net
capital losses incurred after October 31, and within the taxable year, are deemed to arise on the first business day of the Fund’s
next taxable year. Net investment losses incurred after December 31, and within the taxable year, are deemed to arise on the first
business day of the Fund’s next taxable year. As of the Fund’s most recent fiscal year end October 31, 2024, the Fund
had no late year losses or capital loss carry-forwards.
As
of April 30, 2025, the Fund did not have any tax positions that did not meet the “more likely-than-not” threshold of
being sustained by the applicable tax authority. Generally, tax authorities can examine all the tax returns filed for the last three years.
The Fund identifies its major tax jurisdictions as U.S. Federal and the Commonwealth of Massachusetts. As of April 30, 2025, the
Fund was not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change
materially.
D.
|
Security Transactions
and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales
of securities are determined on a specific identification basis. Discounts/ premiums on debt securities purchased are accreted/amortized
over the life of the respective |
TABLE OF CONTENTS
Becker
Value Equity Fund
NOTES
TO FINANCIAL STATEMENTS
April
30, 2025 (Unaudited)(Continued)
securities
using the effective interest method. Dividend income is recorded on the ex- dividend date. Dividends received from REITs and MLPs are
generally comprised of ordinary income, capital gains and may include return of capital. Interest income is recorded on an accrual basis.
Other non- cash dividends are recognized as investment income at the fair value of the property received. Withholding taxes on foreign
dividends have been provided for in accordance with the Trust’s understanding of the applicable country’s tax rules and rates.
E.
|
Distributions
to Shareholders. Distributions to shareholders from net investment income and net realized gains on securities for the Fund normally
are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date. |
F.
|
Use of Estimates.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues
and expenses during the period. Actual results could differ from those estimates. |
G.
|
Share Valuation.
The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities
held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares
outstanding of the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the New York Stock
Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value
per share. The Fund charges a 1.00% redemption fee on shares held less than 30 days. These fees are deducted from the redemption proceeds
otherwise payable to the shareholder. The Fund will retain the fee charged as paid-in capital and such fees become part of the Fund’s
daily NAV calculation. |
H.
|
Guarantees
and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general
indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that
may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
|
I.
|
Illiquid Securities.
Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Board approved Liquidity Risk management Program (“LRMP”)
that requires, among other things, that the Fund limits its illiquid investments that are assets to no more than 15% of net assets. An
illiquid investment is any security which may not reasonably be expected to be sold or disposed of in current market conditions in seven
calendar days or less without the sale or disposition significantly changing the market value of the investment. |
J.
|
Recently Issued
Accounting Pronouncements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable
Segment Disclosures (“ASU 2023-07”). ASU 2023-07 is intended to improve reportable segment disclosure requirements, primarily
through enhanced disclosures about significant segment expenses, allowing financial statement users to better understand the components
of a segment’s profit or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The
amendments expand a public entity’s segment disclosures by requiring disclosure of significant segment expenses that are regularly
provided to the chief operating decision maker, clarifying when an entity may report one or more additional measures to assess segment
performance, requiring enhanced interim disclosures and providing new disclosure requirements for entities with a single reportable segment,
among other new disclosure requirements. |
Management
has evaluated the impact of adopting ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures with respect
to the financial statements and disclosures and determined there is no material impact for the Fund. The Fund operates as a single
segment entity. The Fund’s income, expenses, assets, and performance are regularly monitored and assessed by the Adviser, who serves
as the chief operating decision maker, using the information presented in the financial statements and financial highlights.
TABLE OF CONTENTS
Becker
Value Equity Fund
NOTES
TO FINANCIAL STATEMENTS
April
30, 2025 (Unaudited)(Continued)
K.
|
Subsequent
Events. In preparing these financial statements, the Fund have evaluated events and transactions for potential recognition or disclosure
through the date the financial statements were issued. The Fund has determined that there were no subsequent events that would need to
be disclosed in the Fund’s financial statements. |
NOTE
3 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS
The
Advisor provides the Fund with investment management services under an Investment Advisory Agreement (the “Advisory Agreement”).
Under the Advisory Agreement, the Advisor furnishes all investment advice, office space, facilities and certain administrative services,
and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to receive a monthly
fee at the annual rate of 0.55% based upon the average daily net assets of the Fund. For the six months ended April 30, 2025, the
advisory fees incurred by the Fund are disclosed in the Statement of Operations. The investment advisory fees incurred are paid monthly
to the Advisor, net of any monthly waiver or reimbursement discussed below.
The
Advisor has contractually agreed to limit the annual ratio of expenses of the Fund’s average daily net assets (“Expense Cap”)
to 0.68% (excluding Rule 12b-1 fees and any other class-specific expenses). The Operating Expenses Limitation Agreement has an indefinite
term and may be terminated at any time, and without payment of any penalty, by the Board, on behalf of the Fund, upon sixty (60) days
written notice to the Advisor. The Advisor is permitted to be reimbursed for fee reductions and/or expense payments made in the prior
three years. The Fund must pay its current ordinary operating expenses before the Advisor is entitled to any reimbursement of fees and/or
expenses. Any reimbursement is subject to the Board’s review and approval. This reimbursement may be requested by the Advisor if
the aggregate amount actually paid by the Fund toward operating expenses for such period (taking into account any reimbursement) does
not exceed the lesser of the Expense Caps in place at the time of waiver or at the time of reimbursement. At April 30, 2025, the remaining
cumulative unreimbursed amount waived by the Advisor on behalf of the Fund that may be reimbursed was $674,814. The Advisor may recapture
a portion of the above amount no later than the dates stated below:
|
|
|
|
October 31,
2025 |
|
|
$122,402
|
October 31,
2026 |
|
|
201,273
|
October 31,
2027 |
|
|
241,222
|
April 30,
2028 |
|
|
109,917 |
|
|
|
|
The
amount of fees and expenses waived and reimbursed by the Advisor during the six months ended April 30, 2025 are disclosed in the
Statement of Operations. Any amount due from the Advisor is paid monthly to the Fund, if applicable.
U.S.
Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), acts as the Fund’s administrator,
fund accountant and transfer agent. In those capacities, Fund Services maintains the Fund’s books and records, calculates the Fund’s
NAV, prepares various federal and state regulatory filings, coordinates the payment of Fund expenses, reviews expense accruals and prepares
materials supplied to the Board. The officers of the Trust and the Chief Compliance Officer are also employees of Fund Services. Fees
paid by the Fund to Fund Services for these services for the six months ended April 30, 2025, are disclosed in the Statement of Operations.
Quasar
Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. U.S. Bank
N.A. serves as custodian to the Fund. U.S. Bank N.A. is an affiliate of Fund Services.
NOTE
4 – PURCHASES AND SALES OF SECURITIES
For
the six months ended April 30, 2025, the cost from purchases of securities, excluding short-term securities, for the Fund was $12,376,613.
The proceeds from sales and maturities of securities, excluding short-term securities, for the Fund were $16,797,735. There were no reportable
purchases or sales of U.S. Government obligations for six months ended April 30, 2025.
TABLE OF CONTENTS
Becker
Value Equity Fund
NOTES
TO FINANCIAL STATEMENTS
April
30, 2025 (Unaudited)(Continued)
NOTE
5 – DISTRIBUTIONS TO SHAREHOLDERS
The
tax character of distributions paid by the Fund during the six months ended April 30, 2025 and the year ended October 31, 2024
were as follows:
|
|
|
|
|
|
|
Ordinary
Income |
|
|
$1,184,275 |
|
|
$1,321,649
|
Long-term
capital gain |
|
|
4,567,049 |
|
|
8,359,890 |
|
|
|
|
|
|
|
As
of October 31, 2024, the components of distributable earnings on a tax basis were as follows:
|
|
|
|
Cost
of investments |
|
|
$61,542,883
|
Gross
tax unrealized appreciation |
|
|
35,127,209
|
Gross
tax unrealized depreciation |
|
|
(384,217)
|
Gross
tax unrealized appreciation/depreciation |
|
|
34,742,992
|
Undistributed
ordinary income |
|
|
973,958
|
Undistributed
long-term capital gain |
|
|
4,567,051
|
Total
distributable earnings |
|
|
5,541,009
|
Other
accumulated gain (loss) |
|
|
—
|
Total
distributable (accumulated) earnings (losses) |
|
|
$40,284,001 |
|
|
|
|
NOTE
6 – CREDIT FACILITY
U.S.
Bank N.A. has made available to the Fund a credit facility pursuant to a separate Loan and Security
Agreement
for temporary or extraordinary purposes. Credit facility activity for the six months ended April 30, 2025
was
as follows:
|
|
|
|
Maximum
available credit |
|
|
$4,500,000
|
Largest
amount outstanding on an individual day |
|
|
—
|
Average
balance when in use |
|
|
—
|
Credit
facility outstanding as of April 30, 2025 |
|
|
— |
Average
interest rate when in use |
|
|
N/A |
|
|
|
|
Interest
expense for the six months ended April 30, 2025, is disclosed in the Statement of Operations, if applicable.
TABLE OF CONTENTS
Becker
Value Equity Fund
ADDITIONAL
INFORMATION (Unaudited)
INFORMATION
ABOUT PROXY VOTING
A
description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available
without charge upon request by calling toll-free at (800) 551-3998 or by accessing the SEC’s website at www.sec.gov.
Information
regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve months ending June 30 is available
without charge, upon request by calling (800) 551-3998 or by accessing the SEC’s website at www.sec.gov.
INFORMATION
ABOUT THE PORTFOLIO HOLDINGS
The
Fund’s quarterly holdings for the most recent fiscal year can be obtained by accessing the Fund’s website at www.beckercap.com/mutual-fund.
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit
to their reports on Form N-PORT. The Fund’s Form N-PORT is available on the SEC’s website at www.sec.gov. The Fund’s
Form N-PORT may also be obtained by calling (800) 551-399.
TABLE OF CONTENTS
The
below information is required disclosure from Form N-CSR
Item 8.
Changes in and Disagreements with Accountants for Open-End Investment Companies.
There
were no changes in or disagreements with accountants during the period covered by this report.
Item 9.
Proxy Disclosure for Open-End Investment Companies.
There
were no matters submitted to a vote of shareholders during the period covered by this report.
Item 10.
Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.
Refer
to information provided within financial statements.
Item 11.
Statement Regarding Basis for Approval of Investment Advisory Contract.
Not
applicable.
(b) |
|
Financial Highlights are included within the financial statements filed under Item 7 of this Form. |
Item 8.
Changes in and Disagreements with Accountants for Open-End Investment Companies.
There were no changes in or disagreements with accountants during the period
covered by this report.
Item 9. Proxy Disclosure for
Open-End Investment Companies.
There were no matters submitted to a vote of shareholders during the period
covered by this report.
Item 10. Remuneration Paid to
Directors, Officers, and Others of Open-End Investment Companies.
See Item 7(a).
Item 11.
Statement Regarding Basis for Approval of Investment Advisory Contract.
Not applicable.
Item 12.
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 13. Portfolio Managers
of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14.
Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. Submission of Matters
to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders
may recommend nominees to the registrant’s board of trustees.
Item 16. Controls and Procedures.
|
(a) |
The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant’s
disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of
a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under
the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are
effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported
and made known to them by others within the Registrant and by the Registrant’s service provider. |
|
(b) |
There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act)
that occurred during the period covered by this report that has materially affected, or are reasonably likely to materially affect, the
Registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities
Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously
Awarded Compensation.
Not applicable.
Item 19. Exhibits.
(2) Any policy required by the listing standards adopted pursuant
to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities
association upon which the registrant’s securities are listed. Not applicable.
(3) A separate certification
for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment
Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.
(4) Any written solicitation to purchase securities under Rule
23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.
Not applicable to open-end investment companies.
(5) Change in the registrant’s independent public accountant.
Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4,
or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events
occurring during the reporting period. Not applicable to open-end investment companies.
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) |
Professionally
Managed Portfolios |
|
|
By (Signature and Title) |
/s/ Jason Hadler |
|
|
|
Jason Hadler, President/Principal Executive Officer |
|
Pursuant to the requirements of the Securities Exchange
Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.
|
By (Signature and Title) |
/s/ Jason Hadler |
|
|
|
Jason Hadler, President/Principal Executive Officer |
|
|
By (Signature and Title) |
/s/ Craig Benton |
|
|
|
Craig Benton, Treasurer/Principal Financial Officer |
|
* Print the name and title of each signing officer under his or her signature.