Fund (Class) | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
FPA New Income Fund (Institutional Class/FPNIX) |
$ |
1 |
|
Fund net assets | $ |
Total number of portfolio holdings | |
Portfolio turnover rate as of the end of the reporting period |
U.S. Treasury Note, 4.375%, 12/31/2029 | |
U.S. Treasury Note, 4.125%, 11/30/2029 | |
U.S. Treasury Note, 4.250%, 1/31/2030 | |
Fortress Credit Opportunities Ltd., Series 2017-9A, Class A1TR, 6.114%, 10/15/2033 | |
Fannie Mae Pool, 1.000%, 3/1/2037 | |
U.S. Treasury Note, 4.125%, 10/31/2029 | |
U.S. Treasury Note, 3.500%, 9/30/2029 | |
U.S. Treasury Note, 4.625%, 9/30/2030 | |
PHI Group, Inc. | |
Verizon Master Trust, Series 2024-2, Class A, 4.830%, 12/22/2031 |
Fund (Class) | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
FPA New Income Fund (Investor Class/FPNRX) |
$ |
1 |
|
Fund net assets | $ |
Total number of portfolio holdings | |
Portfolio turnover rate as of the end of the reporting period |
U.S. Treasury Note, 4.375%, 12/31/2029 | |
U.S. Treasury Note, 4.125%, 11/30/2029 | |
U.S. Treasury Note, 4.250%, 1/31/2030 | |
Fortress Credit Opportunities Ltd., Series 2017-9A, Class A1TR, 6.114%, 10/15/2033 | |
Fannie Mae Pool, 1.000%, 3/1/2037 | |
U.S. Treasury Note, 4.125%, 10/31/2029 | |
U.S. Treasury Note, 3.500%, 9/30/2029 | |
U.S. Treasury Note, 4.625%, 9/30/2030 | |
PHI Group, Inc. | |
Verizon Master Trust, Series 2024-2, Class A, 4.830%, 12/22/2031 |
(b) Not applicable.
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) | Schedule of Investments is included as part of the report to shareholders filed under Item 7 of this Form. |
(b) | Not Applicable. |
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
FPA New Income Fund
(Investor Class: FPNRX)
(Institutional Class: FPNIX)
SEMI-ANNUAL FINANCIALS AND OTHER INFORMATION
March 31, 2025
FPA New Income Fund
A series of Investment Managers Series Trust III
Table of Contents
Schedule of Investments | 1 |
Statement of Assets and Liabilities | 14 |
Statement of Operations | 15 |
Statements of Changes in Net Assets | 16 |
Financial Highlights | 17 |
Notes to Financial Statements | 19 |
This report and the financial statements contained herein are provided for the general information of the shareholders of the FPA New Income Fund (the “Fund”). This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective shareholder report and prospectus.
www.fpa.com
FPA New Income Fund
SCHEDULE OF INVESTMENTS
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
BONDS & DEBENTURES — 95.0% | ||||||||
ASSET-BACKED SECURITIES — 33.0% | ||||||||
AUTO — 7.6% | ||||||||
Ally Auto Receivables Trust | ||||||||
$ | 8,996,000 | Series 2023-1, Class A4, 5.270%, 11/15/2028 | $ | 9,146,399 | ||||
BMW Vehicle Owner Trust | ||||||||
6,776,000 | Series 2023-A, Class A4, 5.250%, 11/26/2029 | 6,866,095 | ||||||
CarMax Auto Owner Trust | ||||||||
19,152,000 | Series 2022-3, Class B, 4.690%, 2/15/2028 | 19,171,089 | ||||||
21,176,000 | Series 2023-2, Class A4, 5.010%, 11/15/2028 | 21,389,619 | ||||||
10,892,000 | Series 2023-1, Class A4, 4.650%, 1/16/2029 | 10,924,015 | ||||||
20,637,000 | Series 2023-3, Class A4, 5.260%, 2/15/2029 | 20,943,365 | ||||||
Ford Credit Auto Owner Trust | ||||||||
14,487,000 | Series 2023-A, Class A4, 4.560%, 12/15/2028 | 14,542,268 | ||||||
7,137,000 | Series 2023-B, Class A4, 5.060%, 2/15/2029 | 7,229,765 | ||||||
GM Financial Consumer Automobile Receivables Trust | ||||||||
15,767,000 | Series 2023-1, Class A4, 4.590%, 7/17/2028 | 15,825,939 | ||||||
13,758,000 | Series 2023-3, Class A4, 5.340%, 12/18/2028 | 13,948,305 | ||||||
GM Financial Revolving Receivables Trust | ||||||||
38,305,000 | Series 2021-1, Class A, 1.170%, 6/12/2034(a) | 36,574,936 | ||||||
49,942,000 | Series 2023-1, Class A, 5.120%, 4/11/2035(a) | 50,960,692 | ||||||
12,704,000 | Series 2023-2, Class A, 5.770%, 8/11/2036(a) | 13,294,892 | ||||||
64,237,000 | Series 2024-1, Class A, 4.980%, 12/11/2036(a) | 65,277,639 | ||||||
Hyundai Auto Receivables Trust | ||||||||
10,743,000 | Series 2023-B, Class A4, 5.310%, 8/15/2029 | 10,932,138 | ||||||
Mercedes-Benz Auto Receivables Trust | ||||||||
10,006,000 | Series 2023-1, Class A4, 4.310%, 4/16/2029 | 9,981,965 | ||||||
8,831,000 | Series 2024-1, Class A4, 4.790%, 7/15/2031 | 8,938,900 | ||||||
Nissan Auto Receivables Owner Trust | ||||||||
13,366,000 | Series 2022-B, Class A4, 4.450%, 11/15/2029 | 13,372,210 | ||||||
15,538,000 | Series 2023-A, Class A4, 4.850%, 6/17/2030 | 15,641,800 | ||||||
Porsche Financial Auto Securitization Trust | ||||||||
17,279,000 | Series 2023-1A, Class A4, 4.720%, 6/23/2031(a) | 17,359,791 | ||||||
SFS Auto Receivables Securitization Trust | ||||||||
8,951,000 | Series 2023-1A, Class A4, 5.470%, 12/20/2029(a) | 9,133,624 | ||||||
Toyota Auto Loan Extended Note Trust | ||||||||
54,519,000 | Series 2022-1A, Class A, 3.820%, 4/25/2035(a) | 53,897,701 | ||||||
43,813,000 | Series 2023-1A, Class A, 4.930%, 6/25/2036(a) | 44,491,839 | ||||||
56,286,000 | Series 2024-1A, Class A, 5.160%, 11/25/2036(a) | 57,932,647 | ||||||
Toyota Auto Receivables Owner Trust | ||||||||
10,600,000 | Series 2022-C, Class A4, 3.770%, 2/15/2028 | 10,520,907 | ||||||
16,189,000 | Series 2023-A, Class A4, 4.420%, 8/15/2028 | 16,211,100 | ||||||
19,879,000 | Series 2023-B, Class A4, 4.660%, 9/15/2028 | 19,977,037 | ||||||
25,523,000 | Series 2023-C, Class A4, 5.010%, 2/15/2029 | 25,953,856 | ||||||
Volkswagen Auto Loan Enhanced Trust | ||||||||
11,637,000 | Series 2023-1, Class A4, 5.010%, 1/22/2030 | 11,770,483 |
1
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
BONDS & DEBENTURES (Continued) | ||||||||
ASSET-BACKED SECURITIES (Continued) | ||||||||
AUTO (Continued) | ||||||||
World Omni Auto Receivables Trust | ||||||||
$ | 14,612,000 | Series 2023-A, Class A4, 4.660%, 5/15/2029 | $ | 14,638,030 | ||||
21,627,000 | Series 2023-B, Class A4, 4.680%, 5/15/2029 | 21,674,858 | ||||||
10,417,000 | Series 2023-C, Class A4, 5.030%, 11/15/2029 | 10,530,225 | ||||||
679,054,129 | ||||||||
COLLATERALIZED LOAN OBLIGATION — 3.6% | ||||||||
Cerberus Loan Funding LLC | ||||||||
10,299,000 | Series 2023-1A, Class A, 6.702% (3-Month Term SOFR+240 basis points), 3/22/2035(a),(b) | 10,299,494 | ||||||
51,840,000 | Series 2023-2A, Class A1, 6.852% (3-Month Term SOFR+255 basis points), 7/15/2035(a),(b) | 52,812,155 | ||||||
52,569,000 | Series 2023-4A, Class A, 6.727% (3-Month Term SOFR+242.5 basis points), 10/15/2035(a),(b) | 53,744,233 | ||||||
Fortress Credit Opportunities Ltd. | ||||||||
118,776,000 | Series 2017-9A, Class A1TR, 6.114% (3-Month Term SOFR+181.161 basis points), 10/15/2033(a),(b) | 118,793,341 | ||||||
Golub Capital Partners Ltd. | ||||||||
43,478,000 | Series 2023-67A, Class A1, 6.797% (3-Month Term SOFR+250 basis points), 5/9/2036(a),(b) | 43,483,348 | ||||||
41,996,000 | Series 2019-46A, Class A1R, 6.103% (3-Month Term SOFR+181 basis points), 4/20/2037(a),(b) | 42,073,399 | ||||||
321,205,970 | ||||||||
EQUIPMENT — 13.2% | ||||||||
Avis Budget Rental Car Funding AESOP LLC | ||||||||
4,211,000 | Series 2021-2A, Class A, 1.660%, 2/20/2028(a) | 4,010,352 | ||||||
13,136,000 | Series 2023-1A, Class A, 5.250%, 4/20/2029(a) | 13,350,260 | ||||||
38,251,000 | Series 2023-4A, Class A, 5.490%, 6/20/2029(a) | 39,091,080 | ||||||
48,017,000 | Series 2023-6A, Class A, 5.810%, 12/20/2029(a) | 49,823,596 | ||||||
34,038,000 | Series 2023-8A, Class A, 6.020%, 2/20/2030(a) | 35,569,043 | ||||||
14,768,000 | Series 2024-1A, Class A, 5.360%, 6/20/2030(a) | 15,091,914 | ||||||
57,519,000 | Series 2024-3A, Class A, 5.230%, 12/20/2030(a) | 58,661,943 | ||||||
CNH Equipment Trust | ||||||||
7,414,000 | Series 2022-B, Class A4, 3.910%, 3/15/2028 | 7,359,552 | ||||||
6,738,000 | Series 2023-A, Class A4, 4.770%, 10/15/2030 | 6,808,234 | ||||||
17,009,000 | Series 2023-B, Class A4, 5.460%, 3/17/2031 | 17,467,779 | ||||||
Coinstar Funding LLC | ||||||||
11,831,985 | Series 2017-1A, Class A2, 5.216%, 4/25/2047(a) | 10,809,607 | ||||||
Enterprise Fleet Financing LLC | ||||||||
9,703,000 | Series 2022-3, Class A3, 4.290%, 7/20/2029(a) | 9,667,401 | ||||||
28,811,000 | Series 2023-1, Class A3, 5.420%, 10/22/2029(a) | 29,158,827 | ||||||
18,980,000 | Series 2022-4, Class A3, 5.650%, 10/22/2029(a) | 19,200,614 |
2
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
BONDS & DEBENTURES (Continued) | ||||||||
ASSET-BACKED SECURITIES (Continued) | ||||||||
EQUIPMENT (Continued) | ||||||||
$ | 37,963,000 | Series 2023-2, Class A3, 5.500%, 4/22/2030(a) | $ | 38,618,750 | ||||
34,823,000 | Series 2023-3, Class A3, 6.410%, 6/20/2030(a) | 36,272,828 | ||||||
11,576,000 | Series 2024-4, Class A4, 4.700%, 6/20/2031(a) | 11,651,051 | ||||||
Ford Credit Floorplan Master Owner Trust A | ||||||||
83,977,000 | Series 2018-4, Class A, 4.060%, 11/15/2030 | 82,732,200 | ||||||
46,054,000 | Series 2024-2, Class A, 5.240%, 4/15/2031(a) | 47,406,311 | ||||||
27,030,000 | Series 2024-4, Class A, 4.400%, 9/15/2031(a) | 27,022,832 | ||||||
GMF Floorplan Owner Revolving Trust | ||||||||
18,848,000 | Series 2023-2, Class A, 5.340%, 6/15/2030(a) | 19,352,855 | ||||||
46,933,000 | Series 2024-2A, Class A, 5.060%, 3/15/2031(a) | 47,758,664 | ||||||
GreatAmerica Leasing Receivables Funding LLC | ||||||||
17,738,000 | Series 2022-1, Class A4, 5.350%, 7/16/2029(a) | 17,938,911 | ||||||
16,501,000 | Series 2023-1, Class A4, 5.060%, 3/15/2030(a) | 16,720,905 | ||||||
Hertz Vehicle Financing LLC | ||||||||
44,631,000 | Series 2021-2A, Class A, 1.680%, 12/27/2027(a) | 42,533,423 | ||||||
38,642,000 | Series 2022-2A, Class A, 2.330%, 6/26/2028(a) | 36,856,450 | ||||||
72,333,000 | Series 2022-5A, Class A, 3.890%, 9/25/2028(a) | 70,525,854 | ||||||
John Deere Owner Trust | ||||||||
15,675,000 | Series 2023-A, Class A4, 5.010%, 12/17/2029 | 15,817,315 | ||||||
11,706,000 | Series 2023-B, Class A4, 5.110%, 5/15/2030 | 11,845,373 | ||||||
15,742,000 | Series 2023-C, Class A4, 5.390%, 8/15/2030 | 16,117,034 | ||||||
Kubota Credit Owner Trust | ||||||||
12,897,000 | Series 2023-2A, Class A4, 5.230%, 6/15/2028(a) | 13,112,017 | ||||||
9,456,000 | Series 2023-1A, Class A4, 5.070%, 2/15/2029(a) | 9,542,148 | ||||||
M&T Equipment Notes | ||||||||
9,785,000 | Series 2023-1A, Class A4, 5.750%, 7/15/2030(a) | 9,926,067 | ||||||
17,531,000 | Series 2024-1A, Class A4, 4.940%, 8/18/2031(a) | 17,706,946 | ||||||
MMAF Equipment Finance LLC | ||||||||
24,567,000 | Series 2023-A, Class A4, 5.500%, 12/13/2038(a) | 25,157,824 | ||||||
7,081,000 | Series 2020-A, Class A5, 1.560%, 10/9/2042(a) | 6,627,395 | ||||||
24,584,000 | Series 2024-A, Class A4, 5.100%, 7/13/2049(a) | 25,044,377 | ||||||
Prop 2017-1A | ||||||||
9,666,922 | 5.300%, 3/15/2042(c),(d) | 8,535,892 | ||||||
Verizon Master Trust | ||||||||
76,585,000 | Series 2023-6, Class A, 5.350%, 9/22/2031(a) | 78,911,300 | ||||||
85,708,000 | Series 2024-2, Class A, 4.830%, 12/22/2031(a) | 86,817,439 | ||||||
31,930,000 | Series 2024-7, Class A, 4.350%, 8/20/2032(a) | 31,789,422 | ||||||
1,168,411,785 | ||||||||
OTHER — 8.6% | ||||||||
ABPCI Direct Lending Fund LLC | ||||||||
24,980,453 | Series 2022-2A, Class A1, 6.400% (3-Month Term SOFR+210 basis points), 3/1/2032(a),(b) | 24,940,284 |
3
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
BONDS & DEBENTURES (Continued) | ||||||||
ASSET-BACKED SECURITIES (Continued) | ||||||||
OTHER (Continued) | ||||||||
ABPCI Direct Lending Fund Ltd. | ||||||||
$ | 27,986,437 | Series 2020-1A, Class A, 3.199%, 12/29/2030(a) | $ | 27,459,508 | ||||
American Tower Trust 1 | ||||||||
77,012,000 | 5.490%, 3/15/2028(a) | 78,275,382 | ||||||
Brazos Securitization LLC | ||||||||
7,993,365 | 5.014%, 9/1/2031(a) | 8,059,556 | ||||||
Cleco Securitization LLC | ||||||||
17,342,510 | 4.016%, 3/1/2031 | 16,995,660 | ||||||
Cologix Data Centers US Issuer LLC | ||||||||
58,068,000 | Series 2021-1A, Class A2, 3.300%, 12/26/2051(a) | 55,731,895 | ||||||
Consumers 2023 Securitization Funding LLC | ||||||||
22,847,000 | 5.210%, 9/1/2031 | 23,390,738 | ||||||
DataBank Issuer | ||||||||
14,750,000 | Series 2021-1A, Class A2, 2.060%, 2/27/2051(a) | 14,336,479 | ||||||
DTE Electric Securitization Funding II LLC | ||||||||
25,884,439 | 5.970%, 3/1/2033 | 27,113,950 | ||||||
Elm Trust | ||||||||
2,351,083 | Series 2020-3A, Class A2, 2.954%, 8/20/2029(a) | 2,319,841 | ||||||
2,891,474 | Series 2020-4A, Class A2, 2.286%, 10/20/2029(a) | 2,850,349 | ||||||
Golub Capital Partners Funding Ltd. | ||||||||
9,488,433 | Series 2020-1A, Class A2, 3.208%, 1/22/2029(a) | 9,388,937 | ||||||
39,661,949 | Series 2021-1A, Class A2, 2.773%, 4/20/2029(a) | 39,344,177 | ||||||
60,275,234 | Series 2021-2A, Class A, 2.944%, 10/19/2029(a) | 58,753,706 | ||||||
Kansas Gas Service Securitization I LLC | ||||||||
43,232,801 | 5.486%, 8/1/2032 | 44,520,866 | ||||||
Monroe Capital Funding Ltd. | ||||||||
30,832,587 | Series 2021-1A, Class A2, 2.815%, 4/22/2031(a) | 30,336,151 | ||||||
Oklahoma Development Finance Authority | ||||||||
25,236,750 | 4.135%, 12/1/2033 | 24,894,467 | ||||||
8,987,669 | 4.285%, 2/1/2034 | 8,902,694 | ||||||
21,194,958 | 3.877%, 5/1/2037 | 20,661,644 | ||||||
PG&E Recovery Funding LLC | ||||||||
33,164,747 | 5.045%, 7/15/2032 | 33,336,740 | ||||||
13,309,000 | 4.838%, 6/1/2033 | 13,340,848 | ||||||
PG&E Wildfire Recovery Funding LLC | ||||||||
42,010,587 | 4.022%, 6/1/2031 | 41,117,862 | ||||||
SBA Tower Trust | ||||||||
14,427,000 | 1.631%, 11/15/2026(a) | 13,649,111 | ||||||
17,196,000 | 2.328%, 1/15/2028(a) | 15,919,861 | ||||||
12,423,000 | 6.599%, 1/15/2028(a) | 12,721,550 | ||||||
SpringCastle America Funding LLC | ||||||||
9,128,432 | Series 2020-AA, Class A, 1.970%, 9/25/2037(a) | 8,484,242 |
4
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
BONDS & DEBENTURES (Continued) | ||||||||
ASSET-BACKED SECURITIES (Continued) | ||||||||
OTHER (Continued) | ||||||||
Texas Electric Market Stabilization Funding N LLC | ||||||||
$ | 11,097,711 | 4.265%, 8/1/2036(a) | $ | 10,930,377 | ||||
Texas Natural Gas Securitization Finance Corp. | ||||||||
7,935,239 | 5.102%, 4/1/2035 | 7,976,897 | ||||||
VCP RRL Ltd. | ||||||||
20,552,299 | Series 2021-1A, Class A, 2.152%, 10/20/2031(a) | 19,744,511 | ||||||
Virginia Power Fuel Securitization LLC | ||||||||
58,246,000 | 4.877%, 5/1/2031 | 58,828,460 | ||||||
WEPCo Environmental Trust Finance LLC | ||||||||
8,765,171 | Series 2021-1, Class A, 1.578%, 12/15/2035 | 7,737,201 | ||||||
762,063,944 | ||||||||
TOTAL ASSET-BACKED SECURITIES | ||||||||
(Cost $2,899,173,342) | 2,930,735,828 | |||||||
COMMERCIAL MORTGAGE-BACKED SECURITIES — 18.0% | ||||||||
AGENCY — 15.1% | ||||||||
Federal Home Loan Mortgage Corp. | ||||||||
13,173,000 | Series K058, Class A2, 2.653%, 8/25/2026 | 12,874,080 | ||||||
76,399,842 | Series K061, Class A2, 3.347%, 11/25/2026(b) | 75,199,135 | ||||||
41,061,276 | Series K062, Class A2, 3.413%, 12/25/2026 | 40,417,209 | ||||||
16,539,000 | Series K063, Class A2, 3.430%, 1/25/2027(b) | 16,290,943 | ||||||
9,702,802 | Series K065, Class A2, 3.243%, 4/25/2027 | 9,502,596 | ||||||
7,223,000 | Series K066, Class A2, 3.117%, 6/25/2027 | 7,051,478 | ||||||
8,509,735 | Series K068, Class A2, 3.244%, 8/25/2027 | 8,303,346 | ||||||
12,338,034 | Series K072, Class A2, 3.444%, 12/25/2027 | 12,136,530 | ||||||
29,086,020 | Series K073, Class A2, 3.350%, 1/25/2028 | 28,319,798 | ||||||
16,051,256 | Series K076, Class A2, 3.900%, 4/25/2028 | 15,858,365 | ||||||
4,086,000 | Series K077, Class A2, 3.850%, 5/25/2028(b) | 4,018,396 | ||||||
30,559,000 | Series K079, Class A2, 3.926%, 6/25/2028 | 30,186,883 | ||||||
25,020,308 | Series K080, Class A2, 3.926%, 7/25/2028(b) | 24,708,888 | ||||||
62,664,000 | Series K081, Class A2, 3.900%, 8/25/2028(b) | 61,617,022 | ||||||
46,777,000 | Series K082, Class A2, 3.920%, 9/25/2028(b) | 45,994,425 | ||||||
24,028,000 | Series K083, Class A2, 4.050%, 9/25/2028(b) | 23,865,172 | ||||||
68,841,723 | Series K084, Class A2, 3.780%, 10/25/2028(b) | 67,685,850 | ||||||
27,924,000 | Series K085, Class A2, 4.060%, 10/25/2028(b) | 27,733,815 | ||||||
27,195,714 | Series K089, Class A2, 3.563%, 1/25/2029 | 26,463,668 | ||||||
4,691,000 | Series K088, Class A2, 3.690%, 1/25/2029 | 4,586,710 | ||||||
43,626,000 | Series K090, Class A2, 3.422%, 2/25/2029 | 42,219,690 | ||||||
25,293,822 | Series K091, Class A2, 3.505%, 3/25/2029 | 24,611,708 | ||||||
2,376,000 | Series K092, Class A2, 3.298%, 4/25/2029 | 2,285,947 | ||||||
4,340,000 | Series K093, Class A2, 2.982%, 5/25/2029 | 4,136,033 | ||||||
84,442,000 | Series K095, Class A2, 2.785%, 6/25/2029 | 79,494,172 | ||||||
71,380,000 | Series K094, Class A2, 2.903%, 6/25/2029 | 67,595,954 |
5
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued) | ||||||||
AGENCY (Continued) | ||||||||
$ | 40,814,000 | Series K097, Class A2, 2.508%, 7/25/2029 | $ | 38,074,426 | ||||
91,996,000 | Series K096, Class A2, 2.519%, 7/25/2029 | 85,824,366 | ||||||
19,173,000 | Series K099, Class A2, 2.595%, 9/25/2029 | 17,885,299 | ||||||
49,942,000 | Series K101, Class A2, 2.524%, 10/25/2029 | 46,304,534 | ||||||
33,400,000 | Series K102, Class A2, 2.537%, 10/25/2029 | 30,966,683 | ||||||
47,045,000 | Series K103, Class A2, 2.651%, 11/25/2029 | 43,881,501 | ||||||
4,756,000 | Series K107, Class A2, 1.639%, 1/25/2030 | 4,219,846 | ||||||
3,071,000 | Series K105, Class A2, 1.872%, 1/25/2030 | 2,755,600 | ||||||
11,740,000 | Series K106, Class A2, 2.069%, 1/25/2030 | 10,597,820 | ||||||
16,200,000 | Series K104, Class A2, 2.253%, 1/25/2030 | 14,786,427 | ||||||
9,186,000 | Series K108, Class A2, 1.517%, 3/25/2030 | 8,059,050 | ||||||
61,806,000 | Series K751, Class A2, 4.412%, 3/25/2030 | 61,969,978 | ||||||
17,591,000 | Series K109, Class A2, 1.558%, 4/25/2030 | 15,362,884 | ||||||
22,485,000 | Series K151, Class A3, 3.511%, 4/25/2030 | 21,601,495 | ||||||
1,742,000 | Series K111, Class A2, 1.350%, 5/25/2030 | 1,502,294 | ||||||
9,465,000 | Series K114, Class A2, 1.366%, 6/25/2030 | 8,164,501 | ||||||
3,768,000 | Series K116, Class A2, 1.378%, 7/25/2030 | 3,250,218 | ||||||
18,741,000 | Series K752, Class A2, 4.284%, 7/25/2030 | 18,694,013 | ||||||
61,809,000 | Series K117, Class A2, 1.406%, 8/25/2030 | 53,005,532 | ||||||
15,691,000 | Series K120, Class A2, 1.500%, 10/25/2030 | 13,533,277 | ||||||
75,127,967 | Series K754, Class A2, 4.940%, 11/25/2030(b) | 76,784,794 | ||||||
1,340,382,351 | ||||||||
AGENCY STRIPPED — 0.3% | ||||||||
Government National Mortgage Association | ||||||||
9,651,470 | Series 2014-77, Class IO, 0.533%, 12/16/2047(b) | 76,535 | ||||||
14,154,399 | Series 2012-150, Class IO, 0.438%, 11/16/2052(b) | 204,619 | ||||||
13,901,585 | Series 2012-114, Class IO, 0.629%, 1/16/2053(b) | 200,465 | ||||||
33,565,605 | Series 2012-125, Class IO, 0.173%, 2/16/2053(b) | 226,004 | ||||||
34,166,537 | Series 2012-79, Class IO, 0.351%, 3/16/2053(b) | 400,579 | ||||||
18,007,318 | Series 2013-45, Class IO, 0.061%, 12/16/2053(b) | 6,655 | ||||||
6,555,679 | Series 2013-125, Class IO, 0.244%, 10/16/2054(b) | 95,555 | ||||||
23,846,069 | Series 2014-157, Class IO, 0.186%, 5/16/2055(b) | 139,328 | ||||||
26,864,829 | Series 2014-153, Class IO, 0.320%, 4/16/2056(b) | 286,949 | ||||||
49,116,279 | Series 2014-175, Class IO, 0.463%, 4/16/2056(b) | 661,444 | ||||||
4,846,328 | Series 2014-138, Class IO, 0.514%, 4/16/2056(b) | 81,584 | ||||||
63,505,960 | Series 2014-187, Class IO, 0.618%, 5/16/2056(b) | 1,327,694 | ||||||
5,361,962 | Series 2015-41, Class IO, 0.169%, 9/16/2056(b) | 32,105 | ||||||
1,383,449 | Series 2015-108, Class IO, 0.339%, 10/16/2056(b) | 9,245 | ||||||
11,213,343 | Series 2014-110, Class IO, 0.101%, 1/16/2057(b) | 50,849 | ||||||
26,831,709 | Series 2015-19, Class IO, 0.293%, 1/16/2057(b) | 350,390 | ||||||
9,914,512 | Series 2015-7, Class IO, 0.488%, 1/16/2057(b) | 192,384 | ||||||
43,413,808 | Series 2015-169, Class IO, 0.251%, 7/16/2057(b) | 455,927 |
6
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued) | ||||||||
AGENCY STRIPPED (Continued) | ||||||||
$ | 7,450,815 | Series 2015-150, Class IO, 0.366%, 9/16/2057(b) | $ | 119,173 | ||||
35,792,146 | Series 2016-125, Class IO, 0.844%, 12/16/2057(b) | 1,248,616 | ||||||
24,669,703 | Series 2016-65, Class IO, 0.460%, 1/16/2058(b) | 537,767 | ||||||
81,540,918 | Series 2016-106, Class IO, 0.970%, 9/16/2058(b) | 3,474,467 | ||||||
39,021,960 | Series 2020-43, Class IO, 1.262%, 11/16/2061(b) | 2,824,245 | ||||||
52,416,636 | Series 2020-71, Class IO, 1.101%, 1/16/2062(b) | 3,414,514 | ||||||
97,442,569 | Series 2020-75, Class IO, 0.870%, 2/16/2062(b) | 5,450,811 | ||||||
122,670,217 | Series 2020-42, Class IO, 0.938%, 3/16/2062(b) | 7,156,335 | ||||||
29,024,239 | ||||||||
NON-AGENCY — 2.6% | ||||||||
A10 Bridge Asset Financing LLC | ||||||||
127,419 | Series 2021-D, Class A1FX, 2.589%, 10/1/2038(a) | 127,338 | ||||||
BBCMS Trust | ||||||||
6,680,662 | Series 2015-SRCH, Class A1, 3.312%, 8/10/2035(a) | 6,503,350 | ||||||
Benchmark Mortgage Trust | ||||||||
17,340,000 | Series 2024-V11, Class A3, 5.909%, 11/15/2057(b) | 18,007,156 | ||||||
BMO Mortgage Trust | ||||||||
17,350,000 | Series 2024-5C7, Class A3, 5.566%, 11/15/2057(b) | 17,673,673 | ||||||
8,363,000 | Series 2024-5C8, Class A3, 5.625%, 12/15/2057(b) | 8,585,580 | ||||||
BX Commercial Mortgage Trust | ||||||||
28,900,000 | Series 2021-VOLT, Class E, 6.434% (1-Month Term SOFR+211.448 basis points), 9/15/2036(a),(b) | 28,394,429 | ||||||
Progress Residential Trust | ||||||||
13,309,000 | Series 2024-SFR5, Class A, 3.000%, 8/9/2029(a) | 12,326,953 | ||||||
13,662,952 | Series 2021-SFR11, Class A, 2.283%, 1/17/2039(a) | 12,560,789 | ||||||
14,247,534 | Series 2021-SFR7, Class A, 1.692%, 8/17/2040(a) | 13,307,115 | ||||||
8,727,306 | Series 2021-SFR9, Class A, 2.013%, 11/17/2040(a) | 8,083,377 | ||||||
50,077,213 | Series 2021-SFR10, Class A, 2.393%, 12/17/2040(a) | 46,981,524 | ||||||
16,085,948 | Series 2024-SFR3, Class A, 3.000%, 6/17/2041(a) | 14,942,561 | ||||||
27,223,000 | Series 2024-SFR4, Class A, 3.100%, 7/17/2041(a) | 25,355,279 | ||||||
21,978,000 | Series 2025-SFR2, Class A, 3.305%, 4/17/2042(a) | 20,265,364 | ||||||
233,114,488 | ||||||||
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES | ||||||||
(Cost $1,605,266,896) | 1,602,521,078 | |||||||
CORPORATE BANK DEBT — 0.2% | ||||||||
Capstone Acquisition Holdings, Inc. Term Loan | ||||||||
19,265,764 | 8.925% (1-Month Term SOFR+460 basis points), 11/12/2029(c),(d),(e) | 19,134,796 | ||||||
JC Penney Corp., Inc. | ||||||||
26,698,432 | 5.568% (3-Month USD LIBOR+425 basis points), 6/23/2025*,(b),(c),(d),(e),(f) | 2,670 | ||||||
Lealand Finance Company B.V. Senior Exit LC | ||||||||
10,625,126 | 5.250%, 6/30/2027(c),(d),(e),(g),(h),(i) | (2,337,528 | ) |
7
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BANK DEBT (Continued) | ||||||||
McDermott Technology Americas, Inc. | ||||||||
$ | 349,183 | 8.439% (1-Month Term SOFR+400 basis points), 12/31/2027(b),(c),(d),(e) | $ | 141,419 | ||||
TOTAL CORPORATE BANK DEBT | ||||||||
(Cost $19,312,718) | 16,941,357 | |||||||
CORPORATE BONDS — 2.3% | ||||||||
COMMUNICATIONS — 0.0% | ||||||||
Frontier Communications Holdings LLC | ||||||||
5,925,000 | 5.875%, 10/15/2027(a) | 5,922,334 | ||||||
FINANCIALS — 1.8% | ||||||||
Apollo Debt Solutions BDC Senior Notes | ||||||||
26,023,000 | 8.620%, 9/28/2028(c),(d) | 26,023,000 | ||||||
Blue Owl Credit Income Corp. | ||||||||
22,579,000 | 7.950%, 6/13/2028 | 23,945,526 | ||||||
Hlend Senior Notes | ||||||||
42,500,000 | 8.170%, 3/15/2028(c),(d) | 42,500,000 | ||||||
HPS Corporate Lending Fund | ||||||||
24,864,000 | 6.750%, 1/30/2029 | 25,561,087 | ||||||
Oaktree Strategic Credit Fund | ||||||||
27,351,000 | 8.400%, 11/14/2028 | 29,596,791 | ||||||
OCREDIT BDC Senior Notes | ||||||||
12,891,000 | 7.770%, 3/7/2029(c),(d) | 12,891,000 | ||||||
160,517,404 | ||||||||
HEALTH CARE — 0.5% | ||||||||
Heartland Dental LLC/Heartland Dental Finance Corp. | ||||||||
40,809,000 | 10.500% (1-Month Term SOFR+0.000 basis points), 4/30/2028(a),(d) | 42,849,450 | ||||||
TOTAL CORPORATE BONDS | ||||||||
(Cost $202,080,079) | 209,289,188 | |||||||
RESIDENTIAL MORTGAGE-BACKED SECURITIES — 26.4% | ||||||||
AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 0.0% | ||||||||
Federal National Mortgage Association | ||||||||
204,522 | Series 2010-43, Class MK, 5.500%, 5/25/2040 | 207,132 | ||||||
902,555 | Series 2012-144, Class PD, 3.500%, 4/25/2042 | 882,574 | ||||||
479,442 | Series 2013-93, Class PJ, 3.000%, 7/25/2042 | 460,675 | ||||||
1,550,381 | ||||||||
AGENCY POOL ADJUSTABLE RATE — 1.8% | ||||||||
Fannie Mae Pool | ||||||||
2,778,017 | 1.727% (30-Day SOFR Average+211 basis points), 7/1/2051(b) | 2,476,124 | ||||||
24,188,284 | 1.971% (30-Day SOFR Average+206.9 basis points), 8/1/2051(b) | 21,687,021 | ||||||
1,902,191 | 1.607% (30-Day SOFR Average+209.4 basis points), 9/1/2051(b) | 1,680,947 | ||||||
21,813,836 | 1.889% (30-Day SOFR Average+233.2 basis points), 4/1/2052(b) | 19,436,464 | ||||||
Freddie Mac Non Gold Pool | ||||||||
8,895,873 | 1.662% (30-Day SOFR Average+213 basis points), 9/1/2051(b) | 7,888,930 |
8
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued) | ||||||||
AGENCY POOL ADJUSTABLE RATE (Continued) | ||||||||
$ | 11,835,553 | 2.563% (30-Day SOFR Average+213 basis points), 3/1/2052(b) | $ | 10,739,127 | ||||
7,837,000 | 2.539% (30-Day SOFR Average+214 basis points), 5/1/2052(b) | 7,122,059 | ||||||
78,124,863 | 2.157% (30-Day SOFR Average+217.7 basis points), 7/1/2052(b) | 69,890,518 | ||||||
10,071,329 | 3.346% (30-Day SOFR Average+221.2 basis points), 11/1/2052(b) | 9,470,362 | ||||||
11,519,579 | 2.163% (30-Day SOFR Average+217.8 basis points), 5/1/2053(b) | 10,307,489 | ||||||
160,699,041 | ||||||||
AGENCY POOL FIXED RATE — 20.1% | ||||||||
Fannie Mae Pool | ||||||||
70,760,320 | 1.500%, 12/1/2035 | 62,733,355 | ||||||
14,112,011 | 1.500%, 12/1/2035 | 12,511,161 | ||||||
2,046,718 | 1.500%, 3/1/2036 | 1,808,145 | ||||||
15,972,105 | 1.000%, 4/1/2036 | 13,697,243 | ||||||
5,294,883 | 1.500%, 4/1/2036 | 4,677,692 | ||||||
17,007,458 | 1.500%, 4/1/2036 | 15,025,004 | ||||||
12,407,759 | 1.500%, 5/1/2036 | 10,938,199 | ||||||
27,049,130 | 1.500%, 6/1/2036 | 23,845,464 | ||||||
5,935,377 | 1.500%, 6/1/2036 | 5,232,398 | ||||||
10,516,536 | 1.500%, 7/1/2036 | 9,244,679 | ||||||
95,762,219 | 1.500%, 8/1/2036 | 84,599,811 | ||||||
6,820,571 | 1.500%, 8/1/2036 | 5,995,700 | ||||||
24,569,974 | 1.000%, 9/1/2036 | 20,978,573 | ||||||
11,849,280 | 1.500%, 9/1/2036 | 10,416,242 | ||||||
29,057,214 | 1.500%, 10/1/2036 | 25,543,069 | ||||||
15,241,086 | 1.000%, 11/1/2036 | 12,969,144 | ||||||
99,032,368 | 1.000%, 12/1/2036 | 84,271,415 | ||||||
139,512,975 | 1.000%, 3/1/2037 | 118,718,315 | ||||||
63,339,785 | 1.500%, 3/1/2037 | 55,837,897 | ||||||
47,285,299 | 1.500%, 8/1/2037 | 41,566,672 | ||||||
11,925,567 | 2.000%, 6/1/2040 | 10,278,402 | ||||||
4,434,954 | 2.000%, 9/1/2040 | 3,818,809 | ||||||
4,780,915 | 2.000%, 10/1/2040 | 4,114,759 | ||||||
3,479,224 | 1.500%, 11/1/2040 | 2,884,075 | ||||||
6,550,472 | 2.000%, 11/1/2040 | 5,634,578 | ||||||
14,300,767 | 1.500%, 12/1/2040 | 11,845,384 | ||||||
12,768,617 | 2.000%, 12/1/2040 | 10,975,993 | ||||||
13,625,113 | 1.500%, 2/1/2041 | 11,268,710 | ||||||
15,260,949 | 2.500%, 5/1/2041 | 13,490,026 | ||||||
9,212,743 | 2.000%, 7/1/2041 | 7,878,369 | ||||||
62,082,027 | 2.000%, 9/1/2041 | 53,353,921 | ||||||
60,533,705 | 1.500%, 10/1/2041 | 49,724,746 | ||||||
90,091,201 | 1.500%, 11/1/2041 | 73,956,146 | ||||||
6,046,674 | 1.500%, 3/1/2042 | 4,966,770 |
9
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued) | ||||||||
AGENCY POOL FIXED RATE (Continued) | ||||||||
$ | 19,373,202 | 1.500%, 3/1/2042 | $ | 16,022,556 | ||||
21,678,466 | 2.000%, 8/1/2042 | 18,510,377 | ||||||
60,573,513 | 2.000%, 8/1/2042 | 51,370,592 | ||||||
30,867,901 | 3.500%, 4/1/2044 | 28,795,828 | ||||||
40,750,782 | 4.000%, 6/1/2045 | 39,208,348 | ||||||
8,842,576 | 4.000%, 7/1/2046 | 8,504,284 | ||||||
10,148,782 | 4.000%, 10/1/2046 | 9,758,050 | ||||||
5,537,290 | 4.000%, 10/1/2046 | 5,327,838 | ||||||
8,481,840 | 4.000%, 3/1/2048 | 8,148,530 | ||||||
Freddie Mac Pool | ||||||||
341,879 | 2.500%, 8/1/2028 | 333,095 | ||||||
94,159,424 | 1.500%, 11/1/2035 | 83,478,092 | ||||||
6,844,379 | 1.500%, 11/1/2035 | 6,067,961 | ||||||
24,529,052 | 1.500%, 1/1/2036 | 21,638,578 | ||||||
3,162,854 | 1.500%, 4/1/2036 | 2,794,180 | ||||||
5,225,716 | 1.500%, 5/1/2036 | 4,606,788 | ||||||
15,706,993 | 1.500%, 6/1/2036 | 13,812,316 | ||||||
6,168,138 | 1.000%, 7/1/2036 | 5,266,105 | ||||||
28,072,376 | 1.500%, 8/1/2036 | 24,677,336 | ||||||
9,309,552 | 1.000%, 10/1/2036 | 7,974,358 | ||||||
21,009,616 | 1.500%, 10/1/2036 | 18,468,738 | ||||||
63,442,513 | 1.500%, 10/1/2036 | 56,047,413 | ||||||
6,221,238 | 1.500%, 11/1/2036 | 5,515,508 | ||||||
18,880,578 | 2.000%, 6/1/2040 | 16,274,171 | ||||||
4,143,983 | 2.000%, 8/1/2040 | 3,569,824 | ||||||
2,992,867 | 4.000%, 10/1/2040 | 2,881,972 | ||||||
7,882,677 | 1.500%, 11/1/2040 | 6,534,524 | ||||||
2,753,409 | 4.000%, 11/1/2040 | 2,652,426 | ||||||
6,178,357 | 2.000%, 12/1/2040 | 5,307,127 | ||||||
4,113,800 | 1.500%, 2/1/2041 | 3,407,534 | ||||||
34,512,747 | 1.500%, 3/1/2041 | 28,521,600 | ||||||
90,903,623 | 1.500%, 3/1/2041 | 75,119,282 | ||||||
23,189,491 | 1.500%, 4/1/2041 | 19,149,532 | ||||||
79,528,968 | 1.500%, 5/1/2041 | 65,635,639 | ||||||
42,112,070 | 1.500%, 6/1/2041 | 34,725,857 | ||||||
11,126,429 | 1.500%, 7/1/2041 | 9,165,944 | ||||||
7,135,971 | 2.000%, 8/1/2041 | 6,099,477 | ||||||
11,293,102 | 1.500%, 10/1/2041 | 9,276,679 | ||||||
4,321,268 | 1.500%, 11/1/2041 | 3,565,883 | ||||||
17,170,920 | 1.500%, 11/1/2041 | 14,084,955 | ||||||
66,260,714 | 1.500%, 12/1/2041 | 54,362,907 | ||||||
31,861,123 | 1.500%, 12/1/2041 | 26,330,389 | ||||||
5,342,165 | 1.500%, 1/1/2042 | 4,398,130 |
10
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued) | ||||||||
AGENCY POOL FIXED RATE (Continued) | ||||||||
$ | 38,791,208 | 2.000%, 5/1/2042 | $ | 33,120,771 | ||||
26,304,302 | 2.000%, 8/1/2042 | 22,433,595 | ||||||
19,468,786 | 2.000%, 8/1/2042 | 16,643,466 | ||||||
1,784,389,421 | ||||||||
NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 4.5% | ||||||||
Citigroup Mortgage Loan Trust | ||||||||
1,818,218 | Series 2014-A, Class A, 4.000%, 1/25/2035(a),(b) | 1,752,748 | ||||||
GS Mortgage-Backed Securities Trust | ||||||||
6,371,713 | Series 2021-PJ4, Class A8, 2.500%, 9/25/2051(a),(b) | 5,633,862 | ||||||
35,447,452 | Series 2021-PJ5, Class A8, 2.500%, 10/25/2051(a),(b) | 31,314,797 | ||||||
34,575,238 | Series 2021-PJ6, Class A8, 2.500%, 11/25/2051(a),(b) | 30,489,292 | ||||||
30,349,977 | Series 2021-PJ7, Class A8, 2.500%, 1/25/2052(a),(b) | 26,717,633 | ||||||
9,009,044 | Series 2021-PJ10, Class A8, 2.500%, 3/25/2052(a),(b) | 7,910,618 | ||||||
6,414,149 | Series 2022-PJ1, Class A8, 2.500%, 5/28/2052(a),(b) | 5,615,011 | ||||||
14,547,842 | Series 2022-PJ2, Class A24, 3.000%, 6/25/2052(a),(b) | 13,058,402 | ||||||
5,666,319 | Series 2022-PJ3, Class A24, 3.000%, 8/25/2052(a),(b) | 5,083,674 | ||||||
72,753,875 | Series 2022-PJ5, Class A22, 2.500%, 10/25/2052(a),(b) | 63,469,353 | ||||||
J.P. Morgan Mortgage Trust | ||||||||
5,271,959 | Series 2021-6, Class A4, 2.500%, 10/25/2051(a),(b) | 4,670,901 | ||||||
11,386,936 | Series 2021-7, Class A4, 2.500%, 11/25/2051(a),(b) | 10,073,544 | ||||||
16,481,418 | Series 2021-10, Class A4A, 2.000%, 12/25/2051(a),(b) | 14,165,201 | ||||||
44,308,968 | Series 2021-10, Class A4, 2.500%, 12/25/2051(a),(b) | 39,043,605 | ||||||
12,106,934 | Series 2021-8, Class A4, 2.500%, 12/25/2051(a),(b) | 10,707,384 | ||||||
55,953,873 | Series 2021-11, Class A4, 2.500%, 1/25/2052(a),(b) | 49,403,482 | ||||||
14,409,915 | Series 2021-13, Class A4, 2.500%, 4/25/2052(a),(b) | 12,741,728 | ||||||
3,473,655 | Series 2021-15, Class A4, 2.500%, 6/25/2052(a),(b) | 3,054,310 | ||||||
3,193,028 | Series 2022-3, Class A4A, 2.500%, 8/25/2052(a),(b) | 2,799,209 | ||||||
29,831,410 | Series 2024-3, Class A4, 3.000%, 5/25/2054(a),(b) | 26,715,572 | ||||||
Pretium Mortgage Credit Partners LLC | ||||||||
7,887,180 | Series 2024-RPL1, Class A1, 3.900%, 10/25/2063(a),(b) | 7,412,663 | ||||||
Towd Point Mortgage Trust | ||||||||
7,025,335 | Series 2020-4, Class A1, 1.750%, 10/25/2060(a) | 6,282,168 | ||||||
19,567,573 | Series 2023-1, Class A1, 3.750%, 1/25/2063(a) | 18,480,964 | ||||||
396,596,121 | ||||||||
TOTAL RESIDENTIAL MORTGAGE-BACKED SECURITIES | ||||||||
(Cost $2,302,466,679) | 2,343,234,964 | |||||||
U.S. TREASURY NOTES & BONDS — 15.1% | ||||||||
U.S. Treasury Note | ||||||||
115,968,000 | 3.500%, 9/30/2029 | 113,857,023 | ||||||
113,312,000 | 4.125%, 10/31/2029 | 114,135,280 | ||||||
185,860,000 | 4.125%, 11/30/2029 | 187,283,000 |
11
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
Principal | ||||||||
Amount | Value | |||||||
U.S. TREASURY NOTES & BONDS (Continued) | ||||||||
$ | 663,863,000 | 4.375%, 12/31/2029 | $ | 675,843,669 | ||||
119,583,000 | 4.250%, 1/31/2030 | 121,115,157 | ||||||
17,387,000 | 4.000%, 2/28/2030 | 17,426,392 | ||||||
106,471,000 | 4.625%, 9/30/2030 | 109,731,674 | ||||||
TOTAL U.S. TREASURY NOTES & BONDS | ||||||||
(Cost $1,311,084,683) | 1,339,392,195 | |||||||
TOTAL BONDS & DEBENTURES | ||||||||
(Cost $8,339,384,397) | 8,442,114,610 |
Number | ||||||||
of Shares | ||||||||
COMMON STOCKS — 1.7% | ||||||||
METALS & MINING — 0.6% | ||||||||
39,831,957 | AIPCF VIII A-BL Aggregator Cayman LP (j) | 49,921,392 | ||||||
REAL ESTATE SERVICES — 0.1% | ||||||||
520,208 | Copper Property CTL Pass Through Trust(d) | 6,722,388 | ||||||
TRANSPORTATION & LOGISTICS — 1.0% | ||||||||
3,806,420 | PHI Group, Inc.*,(c),(d),(j) | 93,257,290 | ||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $125,160,428) | 149,901,070 | |||||||
SHORT-TERM INVESTMENTS — 3.1% | ||||||||
MONEY MARKET INVESTMENTS — 0.5% | ||||||||
42,239,858 | Morgan Stanley Institutional Liquidity Treasury Portfolio - Institutional Class, 4.20%(k) | 42,239,858 |
Principal | ||||||||
Amount | ||||||||
TREASURY BILLS — 2.6% | ||||||||
$ | 236,035,000 | U.S. Treasury Bill, 4.28%, 4/3/2025(l) | 235,979,663 | |||||
TOTAL SHORT-TERM INVESTMENTS | ||||||||
(Cost $278,219,521) | 278,219,521 | |||||||
TOTAL INVESTMENTS — 99.8% | ||||||||
(Cost $8,742,764,346) | 8,870,235,201 | |||||||
Other Assets in Excess of Liabilities — 0.2% | 18,058,853 | |||||||
TOTAL NET ASSETS — 100.0% | $ | 8,888,294,054 |
BDC – Business Development Company
IO – Interest Only
LLC – Limited Liability Company
LP – Limited Partnership
US – United States
* | Non-income producing security. |
12
FPA New Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of March 31, 2025 (Unaudited)
(a) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities are restricted and may be resold in transactions exempt from registration normally to qualified institutional buyers. The total value of these securities is $2,739,320,038, which represents 30.82% of Net Assets. |
(b) | Variable or floating rate security. |
(c) | The value of these securities was determined using significant unobservable inputs. These are reported as Level 3 securities in the Fair Value Hierarchy. |
(d) | Restricted securities. These restricted securities constituted 2.81% of total net assets at March 31, 2025, most of which are considered liquid by the Adviser. These securities are not registered and may not be sold to the public. There are legal and/or contractual restrictions on resale. The Fund does not have the right to demand that such securities be registered. The values of these securities are determined by valuations provided by pricing services, brokers, dealers, market makers, or in good faith under policies adopted by authority of the Fund's Board of Trustees. |
(e) | Bank loans generally pay interest at rates which are periodically determined by reference to a base lending rate plus a premium. All loans carry a variable rate of interest. These base lending rates are generally (i) the Prime Rate offered by one or more major United States banks, (ii) the lending rate offered by one or more European banks such as the London Interbank Offered Rate (“LIBOR”), (iii) the Certificate of Deposit rate, or (iv) Secured Overnight Financing Rate (“SOFR”). Bank Loans, while exempt from registration, under the Securities Act of 1933, contain certain restrictions on resale and cannot be sold publicly. Floating rate bank loans often require prepayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. |
(f) | Security is in default. |
(g) | As of March 31, 2025, the Fund had entered into commitments to fund various delayed draw debt-related investments. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing those investments and there can be no assurance that such conditions will be satisfied. See Note 8 of the Notes to Financial Statements for further information on these commitments and contingencies. |
(h) | Payment-in-kind interest is generally paid by issuing additional par/shares of the security rather than paying cash. |
(i) | All or a portion of the loan is unfunded. |
(j) | Affiliated company. |
(k) | The rate is the annualized seven-day yield at period end. |
(l) | Treasury bill discount rate. |
See accompanying Notes to Financial Statements.
13
FPA New Income Fund
STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2025 (Unaudited)
Assets: | ||||
Investments, at value (cost $8,643,356,315) | $ | 8,727,056,519 | ||
Investments in affiliates, at value (cost $99,408,031) | 143,178,682 | |||
Cash | 196,825 | |||
Receivables: | ||||
Investment securities sold | 504,381 | |||
Fund shares sold | 6,537,866 | |||
Dividends and interest | 41,934,548 | |||
Prepaid expenses | 192,756 | |||
Total assets | 8,919,601,577 | |||
Liabilities: | ||||
Payables: | ||||
Investment securities purchased | 20,142,602 | |||
Fund shares redeemed | 7,806,285 | |||
Advisory fees | 2,682,357 | |||
Shareholder servicing fees (Note 7) | 202,827 | |||
Fund services fees | 111,987 | |||
Shareholder reporting fees | 53,457 | |||
Trustees' deferred compensation (Note 3) | 26,511 | |||
Trustees' fees and expenses | 13,650 | |||
Legal fees | 9,255 | |||
Auditing fees | 6,458 | |||
Chief Compliance Officer fees | 6,138 | |||
Accrued other expenses | 245,996 | |||
Total liabilities | 31,307,523 | |||
Commitments and contingencies (Note 8) | ||||
Net Assets | $ | 8,888,294,054 | ||
Components of Net Assets: | ||||
Capital Stock — par value $0.01 per share; authorized 1,500,000,000 shares; outstanding 895,293,136 shares | $ | 9,496,734,692 | ||
Total distributable earnings (accumulated deficit) | (608,440,638 | ) | ||
Net Assets | $ | 8,888,294,054 | ||
Maximum Offering Price per Share: | ||||
Investor Class Shares: | ||||
Net assets applicable to shares outstanding | $ | 14,592,216 | ||
Shares of beneficial interest issued and outstanding | 1,466,772 | |||
Redemption price per share | $ | 9.95 | ||
Institutional Class Shares: | ||||
Net assets applicable to shares outstanding | $ | 8,873,701,838 | ||
Shares of beneficial interest issued and outstanding | 893,826,364 | |||
Redemption price per share | $ | 9.93 |
See accompanying Notes to Financial Statements.
14
FPA New Income Fund
STATEMENT OF OPERATIONS
For the Six Months Ended March 31, 2025 (Unaudited)
Investment income: | ||||
Interest | $ | 207,821,751 | ||
Dividends | 621,547 | |||
Total investment income | 208,443,298 | |||
Expenses: | ||||
Advisory fees | 21,848,840 | |||
Shareholder servicing fees - Investor Class (Note 7) | 14,228 | |||
Shareholder servicing fees - Institutional Class (Note 7) | 2,098,916 | |||
Fund services fees | 547,370 | |||
Shareholder reporting fees | 112,573 | |||
Registration fees | 91,476 | |||
Trustees' fees and expenses | 71,236 | |||
Miscellaneous | 60,703 | |||
Insurance fees | 51,140 | |||
Legal fees | 22,037 | |||
Chief Compliance Officer fees | 9,098 | |||
Auditing fees | 7,458 | |||
Interest expense | 6,940 | |||
Total expenses | 24,942,015 | |||
Advisory fees waived | (5,090,485 | ) | ||
Net expenses | 19,851,530 | |||
Net investment income (loss) | 188,591,768 | |||
Realized and Unrealized Gain (Loss): | ||||
Net realized gain (loss) on: | ||||
Investments | (25,755,065 | ) | ||
Total realized gain (loss) | (25,755,065 | ) | ||
Net change in unrealized appreciation (depreciation) on: | ||||
Investments | (47,001,021 | ) | ||
Investments in affiliated issuers | 17,128,890 | |||
Net change in unrealized appreciation (depreciation) | (29,872,131 | ) | ||
Net realized and unrealized gain (loss) | (55,627,196 | ) | ||
Net Increase (Decrease) in Net Assets from Operations | $ | 132,964,572 |
See accompanying Notes to Financial Statements.
15
FPA New Income Fund
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
Increase (Decrease) in Net Assets from: | ||||||||
Operations: | ||||||||
Net investment income (loss) | $ | 188,591,768 | $ | 375,281,039 | ||||
Total realized gain (loss) on investments and Investments in affiliated issuers - realized | (25,755,065 | ) | (48,558,580 | ) | ||||
Net change in unrealized appreciation (depreciation) on investments and Investments in affiliated issuers - unrealized | (29,872,131 | ) | 442,858,789 | |||||
Net increase (decrease) in net assets resulting from operations | 132,964,572 | 769,581,248 | ||||||
Distributions to Shareholders: | ||||||||
Distributions: | ||||||||
Investor Class | (254,609 | ) | (70,719 | )1 | ||||
Institutional Class | (200,330,659 | ) | (348,540,473 | )2 | ||||
Total distributions to shareholders | (200,585,268 | ) | (348,611,192 | ) | ||||
Capital Transactions: | ||||||||
Net proceeds from shares sold: | ||||||||
Investor Class | 8,512,211 | 11,079,132 | 1 | |||||
Institutional Class | 1,197,767,600 | 2,465,183,765 | 2 | |||||
Reinvestment of distributions: | ||||||||
Investor Class | 191,528 | 45,135 | 1 | |||||
Institutional Class | 175,356,875 | 302,676,804 | 2 | |||||
Cost of shares redeemed: | ||||||||
Investor Class | (4,132,854 | ) | (1,169,168 | )1 | ||||
Institutional Class | (1,178,120,300 | ) | (2,261,511,387 | )2 | ||||
Net increase (decrease) in net assets from capital transactions | 199,575,060 | 516,304,281 | ||||||
Total increase (decrease) in net assets | 131,954,364 | 937,274,337 | ||||||
Net Assets: | ||||||||
Beginning of period | 8,756,339,690 | 7,819,065,353 | ||||||
End of period | $ | 8,888,294,054 | $ | 8,756,339,690 | ||||
Capital Share Transactions: | ||||||||
Shares sold: | ||||||||
Investor Class | 861,422 | 1,117,131 | 1 | |||||
Institutional Class | 121,515,959 | 253,058,848 | 2 | |||||
Shares reinvested: | ||||||||
Investor Class | 19,454 | 4,518 | 1 | |||||
Institutional Class | 17,849,611 | 31,103,997 | 2 | |||||
Shares redeemed: | ||||||||
Investor Class | (419,054 | ) | (116,699 | )1 | ||||
Institutional Class | (119,689,283 | ) | (232,217,355 | )2 | ||||
Net increase (decrease) in capital share transactions | 20,138,109 | 52,950,440 |
1 | The Investor Class commenced operations on April 30, 2024. The data shown reflects operations for the period April 30, 2024 to September 30, 2024. |
2 | All existing class of shares were designated as Institutional Class Shares, effective April 30, 2024. The ticker symbol for Institutional Class Shares remains "FPNIX". |
See accompanying Notes to Financial Statements.
16
FPA New Income Fund
FINANCIAL HIGHLIGHTS
Investor Class
Per share operating performance.
For a capital share outstanding throughout each period.
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Period Ended September 30, 20241 |
|||||||
Net asset value, beginning of period | $ | 10.02 | $ | 9.63 | ||||
Income from Investment Operations: | ||||||||
Net investment income (loss)2 | 0.21 | 0.18 | ||||||
Net realized and unrealized gain (loss) | (0.06 | ) | 0.37 | |||||
Total from investment operations | 0.15 | 0.55 | ||||||
Less Distributions: | ||||||||
From net investment income | (0.22 | ) | (0.16 | ) | ||||
Total distributions | (0.22 | ) | (0.16 | ) | ||||
Net asset value, end of period | $ | 9.95 | $ | 10.02 | ||||
Total return3,4 | 1.51 | % | 5.80 | % | ||||
Ratios and Supplemental Data: | ||||||||
Net assets, end of period (in thousands) | $ | 14,592 | $ | 10,072 | ||||
Ratio of expenses to average net assets: | ||||||||
Before fees waived and expenses absorbed5 | 0.77 | %6 | 0.78 | % | ||||
After fees waived and expenses absorbed5 | 0.55 | %6 | 0.55 | %7 | ||||
Ratio of net investment income (loss) to average net assets: | ||||||||
Before fees waived and expenses absorbed5 | 4.00 | % | 4.15 | % | ||||
After fees waived and expenses absorbed5 | 4.22 | % | 4.38 | % | ||||
Portfolio turnover rate3 | 22 | % | 63 | % |
1 | The Investor Class commenced operations on April 30, 2024. The data shown reflects operations for the period April 30, 2024 to September 30, 2024. |
2 | Based on average shares outstanding for the period. |
3 | Not annualized. |
4 | Total returns would have been higher/lower had expenses not been recovered/waived and absorbed by the Adviser. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
5 | Annualized. |
6 | If interest expense had been excluded, the expense ratios would have been lowered by 0.00% for the six months ended March 31, 2025. |
7 | The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund's ordinary course of business) in excess of 0.55% of the average daily net assets of the Investor Class shares of the Fund from inception through July 27, 2024, and in excess of 0.554% of the average daily net assets of the Investor Class shares of the Fund from July 28, 2024 through April 30, 2025. This agreement may only be terminated earlier by the Fund's Board of Trustees (the "Board") or upon termination of the Advisory Agreement. |
See accompanying Notes to Financial Statements.
17
FPA New Income Fund
FINANCIAL HIGHLIGHTS
Institutional Class*
Per share operating performance.
For a capital share outstanding throughout each period.
For the Six Months Ended March 31, 2025 |
For the Year Ended September 30, |
|||||||||||||||||||||||
(Unaudited) | 2024 | 2023 | 20221 | 20211 | 20201 | |||||||||||||||||||
Net asset value, beginning of period | $ | 10.01 | $ | 9.51 | $ | 9.48 | $ | 10.02 | $ | 10.00 | $ | 10.00 | ||||||||||||
Income from Investment Operations: | ||||||||||||||||||||||||
Net investment income (loss)2 | 0.21 | 0.44 | 0.36 | 0.15 | 0.13 | 0.23 | ||||||||||||||||||
Net realized and unrealized gain (loss) | (0.06 | ) | 0.47 | 0.03 | (0.53 | ) | 0.03 | 0.01 | 3 | |||||||||||||||
Total from investment operations | 0.15 | 0.91 | 0.39 | (0.38 | ) | 0.16 | 0.24 | |||||||||||||||||
Less Distributions: | ||||||||||||||||||||||||
From net investment income | (0.23 | ) | (0.41 | ) | (0.36 | ) | (0.16 | ) | (0.14 | ) | (0.24 | ) | ||||||||||||
Total distributions | (0.23 | ) | (0.41 | ) | (0.36 | ) | (0.16 | ) | (0.14 | ) | (0.24 | ) | ||||||||||||
Net asset value, end of period | $ | 9.93 | $ | 10.01 | $ | 9.51 | $ | 9.48 | $ | 10.02 | $ | 10.00 | ||||||||||||
Total return4 | 1.50 | %5 | 9.74 | % | 4.21 | % | (3.87 | )% | 1.56 | % | 2.41 | % | ||||||||||||
Ratios and Supplemental Data: | ||||||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 8,873,702 | $ | 8,746,268 | $ | 7,819,065 | $ | 9,465,665 | $ | 11,944,191 | $ | 8,646,909 | ||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||
Before fees waived and expenses absorbed | 0.57 | %6,7 | 0.58 | % | 0.59 | % | 0.59 | % | 0.58 | % | 0.57 | % | ||||||||||||
After fees waived and expenses absorbed | 0.45 | %6,7 | 0.45 | %8 | 0.45 | % | 0.46 | % | 0.48 | % | 0.49 | %9 | ||||||||||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||||||||||||||
Before fees waived and expenses absorbed | 4.20 | %6 | 4.35 | % | 3.59 | % | 1.43 | % | 1.18 | % | 2.24 | % | ||||||||||||
After fees waived and expenses absorbed | 4.32 | %6 | 4.48 | % | 3.73 | % | 1.56 | % | 1.28 | % | 2.32 | %10 | ||||||||||||
Portfolio turnover rate | 22 | %5 | 63 | % | 50 | % | 103 | % | 81 | % | 54 | % |
* | All existing class of shares were designated as Institutional Class Shares, effective April 30, 2024. The ticker symbol for Institutional Class Shares remains "FPNIX". |
1 | Audits performed for the fiscal years indicated by the Fund's previous auditor, Ernst & Young LLP. |
2 | Based on average shares outstanding for the period. |
3 | Due to timing of sales and repurchase of capital shares, the net realized and unrealized gain (loss) per share is not in accordance with the Fund's change in net realized and unrealized gain (loss) on investment transaction for the period. |
4 | Total returns would have been higher/lower had expenses not been recovered/waived and absorbed by the Adviser. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
5 | Not annualized. |
6 | Annualized. |
7 | If interest expense had been excluded, the expense ratios would have been lowered by 0.00% for the six months ended March 31, 2025. |
8 | The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund's ordinary course of business) in excess of 0.45% of the average daily net assets of the Institutional Class shares of the Fund through July 27, 2024, and in excess of 0.454% of the average daily net assets of the Institutional Class shares of the Fund from July 28, 2024 through April 30, 2025. This agreement may only be terminated earlier by the Fund's Board of Trustees (the "Board") or upon termination of the Advisory Agreement. |
9 | Includes voluntary fee waiver which reduced the ratio of expenses to average net assets after reimbursement from Adviser by 0.01%. |
10 | Includes voluntary fee waiver which increased the ratio of net investment income to average net assets after reimbursement form Adviser by 0.01%. |
See accompanying Notes to Financial Statements.
18
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)
Note 1 – Organization
FPA New Income Fund (the “Fund”) is a diversified series of Investment Managers Series Trust III, (formerly, FPA Funds Trust), (the “Trust”), which is registered as an open-end management company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary investment objective is to seek current income and long-term total return taking into consideration capital preservation. First Pacific Advisors, LP (the “Adviser”) has served as the Fund’s investment adviser since July 11, 1984.
On July 28, 2023, the Fund acquired the assets and assumed the liabilities of FPA New Income, Inc. (the “Predecessor Fund”) in a tax-free reorganization pursuant to the Agreement and Plan of Reorganization (the “Plan of Reorganization”). The Plan of Reorganization was approved by the Trust’s Board and by the Predecessor Fund’s Board on May 8, 2023. The tax-free reorganization was accomplished on July 28, 2023. As a result of the reorganization, the Fund assumed the performance and accounting history of the Predecessor Fund. Financial information included for the dates prior to the reorganization is that of the Predecessor Fund.
The reorganization was accomplished by the following tax-free exchange in which each shareholder of the Fund received the same aggregate share net asset value as noted below:
Shares Issued | Net Assets |
830,265,591 | $ 7,897,367,462 |
The net unrealized depreciation of investments transferred was $299,644,964 as of the date of the acquisition.
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 is deemed to be an individual reporting segment and is not part of a consolidated reporting entity. The objective and strategy of the Fund is used by the Adviser to make investment decisions, and the results of the operations, as shown on the Statements of Operations and the financial highlights for the Fund is the information utilized for the day-to-day management of the Fund. The Fund is party to the expense agreements as disclosed in the Notes to the Financial Statements and there are no resources allocated to a Fund based on performance measurements. The Adviser is deemed to be the Chief Operating Decision Maker with respect to the Fund's investment decisions.
Note 2 – Accounting Policies
The following is a summary of the significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.
(a) Valuation of Investments
The Fund values equity securities at the last reported sale price on the principal exchange or in the principal over the counter (“OTC”) market in which such securities are traded, as of the close of regular trading on the NYSE on the day the securities are being valued or, if the last-quoted sales price is not readily available, the securities will be valued at the last bid or the mean between the last available bid and ask price. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price (“NOCP”). Investments in open-end investment companies are valued at the daily closing net asset value of the respective investment company. Debt securities are valued by utilizing a price supplied by independent pricing service providers. The independent pricing service providers may use various valuation methodologies including matrix pricing and other analytical pricing models as well as market transactions and dealer quotations. These models generally consider such factors as yields or prices of bonds of comparable quality, type of issue, coupon, maturity, ratings and general market conditions. If a price is not readily available for a portfolio security, the security will be valued at fair value (the amount which the Fund might reasonably expect to receive for the security upon its current sale). The Board of Trustees has designated the Adviser as the Fund’s valuation designee (the “Valuation Designee”) to make all fair value determinations with respect to the Fund’s portfolio investments, subject to the Board’s oversight. As the Valuation Designee, the Adviser has adopted and implemented policies and procedures to be followed when the Fund must utilize fair value pricing. Securities for which representative market quotations are not readily available or are considered unreliable by the Adviser are valued as determined in good faith under procedures adopted by the authority of the Fund's Board of Directors. Various inputs may be reviewed in order to make a good faith determination of a security's value. These inputs include, but are not limited to, the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions. Fair valuations and valuations of investments that are not actively trading involve judgment and may differ materially from valuations of investments that would have been used had greater market activity occurred.
19
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
(b) Investment Transactions, Investment Income and Expenses
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends, if applicable, are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statement of Operations. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Fund records a reclaim receivable based on a number of factors, including a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention. Discounts on debt securities are accreted or amortized to interest income over the lives of the respective securities using the effective interest method. Premiums for callable debt securities are amortized to the earliest call date, if the call price was less than the purchase price. If the call price was not at par and the security was not called, the security is amortized to the next call price and date. Income and expenses of the Fund are allocated on a pro rata basis to each class of shares relative net assets, except for distribution and service fees which are unique to each class of shares relative net assets. Expenses incurred by the Trust with respect to more than one fund are allocated in proportion to the net assets of each fund except where allocation of direct expenses to each fund or an alternative allocation method can be more appropriately made.
(c) Mortgage-Backed Securities
The Fund may invest in mortgage-backed securities ("MBS"), representing direct or indirect interests in pools of underlying residential or commercial mortgage loans that are secured by real property. These securities provide investors with payments consisting of both principal and interest as the mortgages in the underlying mortgage pools are paid.
The timely payment of principal and interest (but not the market value) on MBS issued or guaranteed by Ginnie Mae (formally known as the Government National Mortgage Association or GNMA) is backed by Ginnie Mae and the full faith and credit of the US government. Obligations issued by Fannie Mae (formally known as the Federal National Mortgage Association or FNMA) and Freddie Mac (formally known as the Federal Home Loan Mortgage Corporation or FHLMC) are historically supported only by the credit of the issuer, but currently are guaranteed by the US government in connection with such agencies being placed temporarily into conservatorship by the US government. Some MBS are sponsored or issued by private entities. Payments of principal and interest (but not the market value) of such private MBS may be supported by pools of residential or commercial mortgage loans or other MBS that are guaranteed, directly or indirectly, by the US government or one of its agencies or instrumentalities, or they may be issued without any government guarantee of the underlying mortgage assets but may contain some form of non-government credit enhancement.
20
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
Collateralized mortgage obligations ("CMO") are a type of MBS. A CMO is a debt security that may be collateralized by whole mortgage loans or mortgage pass-through securities. The mortgage loans or mortgage pass-through securities are divided into classes or tranches with each class having its own characteristics. Investors typically receive payments out of the interest and principal on the underlying mortgages. The portions of these payments that investors receive, as well as the priority of their rights to receive payments, are determined by the specific terms of the CMO class.
The yield characteristics of MBS differ from those of traditional debt securities. Among the major differences are that interest and principal payments are made more frequently, usually monthly, and that principal may be prepaid at any time because the underlying mortgage loans or other obligations generally may be prepaid at any time. Prepayments on a pool of mortgage loans are influenced by a variety of economic, geographic, social and other factors. Generally, prepayments on fixed-rate mortgage loans will increase during a period of falling interest rates and decrease during a period of rising interest rates. Certain classes of CMOs and other MBS are structured in a manner that makes them extremely sensitive to changes in prepayment rates.
(d) Federal Income Taxes
The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized gains to their shareholders. Therefore, no provision is made for federal income or excise taxes. Due to the timing of dividend distributions and the differences in accounting for income and realized gains and losses for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains and losses are recorded by the Fund.
Accounting for Uncertainty in Income Taxes (the “Income Tax Statement”) requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund’s tax returns to determine whether these positions meet a “more-likely-than-not” standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the “more-likely-than-not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.
The Income Tax Statement requires management of the Fund to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Fund's current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of March 31, 2025 and during the prior three open tax years, the Fund did not have a liability for any unrecognized tax benefits. The Fund has no examinations in progress and is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
21
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
(e) Distributions to Shareholders
The Fund will make distributions of net investment income monthly and net capital gains, if any, at least annually. Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain (loss) items for financial statement and tax purposes.
(f) Illiquid Securities
Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a 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. If the Adviser, at any time determines that the value of illiquid securities held by the Fund exceeds 15% of its net asset value, the Adviser will take such steps as it considers appropriate to reduce them as soon as reasonably practicable in accordance with the Fund’s written LRMP.
(g) Use of Estimates
The presentation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
(h) Stripped Mortgage-Backed Interest Only (“I/O”) and Principal Only (“P/O”) Securities
Stripped mortgage-backed securities are usually structured with two classes that receive different proportions of the interest and principal distributions on a pool of mortgage assets. In certain cases, one class will receive all of the interest payments on the underlying mortgages (the I/O class), while the other class will receive all of the principal payments (the P/O class). The Fund currently has investments in I/O securities. The yield to maturity on I/Os is sensitive to the rate of principal repayments (including prepayments) on the related underlying mortgage assets, and principal payments may have a material effect on yield-to-maturity. If the underlying mortgage assets experience greater than anticipated prepayments of principal, a Fund may not fully recoup its initial investment in I/Os.
(i) Credit Risk
Debt securities are subject to credit risk, meaning that the issuer of the debt security may default or fail to make timely payments of principal or interest. The values of any of the Fund's investments may also decline in response to events affecting the issuer or its credit rating. The lower rated debt securities in which the Fund may invest are considered speculative and are generally subject to greater volatility and risk of loss than investment grade securities, particularly in deteriorating economic conditions. The Fund invests a significant portion of its assets in securities of issuers that hold mortgage-and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults. Continuing shifts in the market's perception of credit quality on securities backed by commercial and residential mortgage loans and other financial assets may result in increased volatility of market price and periods of illiquidity that can negatively impact the valuation of certain securities held by the Fund.
22
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
Note 3 – Investment Advisory and Other Agreements
The Trust, on behalf of the Fund, entered into an Investment Advisory Agreement (the “Agreement”) with the Adviser. Under the terms of the Agreement, the Fund pays a monthly investment advisory fee to the Adviser at the annual rate of 0.50% of the Fund’s average daily net assets. In addition, the Adviser has voluntarily agreed to waive the advisory fee it receives from the Fund by 0.046% through January 31, 2026 of the Fund’s average daily net assets. The Adviser will not seek recoupment of the advisory fees voluntarily waived.
The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund's ordinary course of business) in excess of 0.454% of the average daily net assets of the Institutional Class shares of the Fund through January 31, 2026, and in excess of 0.554% of the average daily net assets of the Investor Class shares of the Fund through January 31, 2026. This agreement may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Agreement. For the six-months ended March 31, 2025, the Adviser waived a portion of its advisory fees totaling $5,090,485.
UMBFS serves as the Fund’s fund accountant, transfer agent and co-administrator; and Mutual Fund Administration, LLC (“MFAC”) serves as the Fund’s other co-administrator. UMB Bank, n.a., an affiliate of UMBFS, serves as the Fund’s custodian. The Fund’s allocated fees incurred for fund accounting, fund administration, transfer agency and custody services for the six-months ended March 31, 2025, are reported as “Fund services fees” on the Statement of Operations.
Distribution Services, LLC, serves as the Fund’s distributor (the “Distributor”). Prior to December 6, 2024, UMB Distribution Services, LLC (“UMB Distribution Services”), a wholly owned subsidiary of UMBFS, served as the Fund’s distributor. The Distributor does not receive compensation from the Fund for its distribution services. The Adviser pays the Distributor a fee for its distribution-related services.
Certain trustees and officers of the Trust are employees of UMBFS, MFAC or the Adviser. The Fund does not compensate trustees and officers affiliated with the Fund’s co-administrators or the Adviser. For the six-months ended March 31, 2025, the Fund’s allocated fees incurred to Trustees of the Trust who are not “interested persons” of the Trust, as that term is defined in the 1940 Act (collectively, the “Independent Trustees”) are reported on the Statement of Operations.
The Fund's Board of Trustees has adopted a Deferred Compensation Plan (the “Plan”) for the Independent Trustees that enables Trustees to elect to receive payment in cash or the option to defer some or all of their fees. If a trustee elects to defer payment, the Plan provides for the creation of a deferred payment account. A Trustee’s deferred fees are deemed to be invested in designated mutual funds available under the Plan. The Fund's liability for these amounts is adjusted for market value changes in the invested fund and remains a liability to the Fund until distributed in accordance with the Plan. The Trustees Deferred compensation liability under the Plan constitutes a general unsecured obligation of the Fund and is disclosed in the Statement of Assets and Liabilities. Contributions made under the plan and the change in unrealized appreciation/depreciation and income are included in the Trustees' fees and expenses in the Statement of Operations.
Dziura Compliance Consulting, LLC provides Chief Compliance Officer (“CCO”) services to the Trust. The Fund’s allocated fees incurred for CCO services for the six-months ended March 31, 2025, are reported on the Statement of Operations.
23
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
Note 4 – Federal Income Taxes
At March 31, 2025, gross unrealized appreciation/(depreciation) of investments, based on cost for federal income tax purposes were as follows:
Cost of investments | $ | 8,743,199,167 | ||
Gross unrealized appreciation | $ | 207,753,118 | ||
Gross unrealized depreciation | (80,717,084 | ) | ||
Net unrealized appreciation/(depreciation) | $ | 127,036,034 |
Note 5 – Investment Transactions
For the period ended March 31, 2025, purchases and sales of investments, excluding short-term investments, were $2,174,359,266 and $1,803,353,963, respectively.
Note 6 – Indemnifications
In the normal course of business, the Fund enters into contracts that contain a variety of representations which provide general indemnifications. 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, the Fund expects the risk of loss to be remote.
Note 7 – Shareholder Servicing Plan
Pursuant to the Shareholder Service Plan adopted by the Board, on behalf of the Fund, the Fund may pay a fee at an annual rate of up to 0.10% and 0.25% of its average daily net assets attributable to the Institutional Class and Investor Class shares of the Fund, respectively. The Fund does not pay these service fees on shares purchased directly. In addition, the Adviser may, at its own expense, pay financial representatives and/or shareholder servicing agents for these services. Such fees are reported on the Statement of Operations.
Note 8 – Commitments and Contingencies
The Fund may enter into unfunded loan commitments. Unfunded loan commitments may be partially or wholly unfunded. During the contractual period, the Fund is obliged to provide funding to the borrower upon demand. Unfunded loan commitments are fair valued in accordance with the valuation policy described in Note 2(a) and unrealized appreciation or depreciation, if any, is recorded on the Statement of Assets and Liabilities. As of March 31, 2025, the total unfunded amount was 0.12% of the Fund’s net assets.
As of March 31, 2025, the Fund had the following unfunded loan commitments outstanding:
Loan | Principal | Cost | Value |
Unrealized Appreciation/ (Depreciation) |
Unfunded Commitment | |||||||||||||||
Lealand Finance Super Senior Exit LC | $ | 10,625,126 | $ | (16,660 | ) | $ | (2,337,528 | ) | $ | (2,320,868 | ) | $ | 10,625,126 |
Note 9 – Fair Value Measurements and Disclosure
Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or a liability, when a transaction is not orderly, and how that information must be incorporated into a fair value measurement.
24
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
Under Fair Value Measurements and Disclosures, various inputs are used in determining the value of the Fund’s investments. These inputs are summarized into three broad Levels as described below:
● | Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. |
● | Level 2 – Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data. |
● | Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available. |
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different Levels of the fair value hierarchy. In such cases, for disclosure purposes, the Level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest Level input that is significant to the fair value measurement in its entirety.
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used, as of March 31, 2025, in valuing the Fund’s assets carried at fair value:
Investments | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Asset-Backed Securities | ||||||||||||||||
Auto | - | $ | 679,054,129 | - | $ | 679,054,129 | ||||||||||
Collateralized Loan Obligation | - | 321,205,970 | - | 321,205,970 | ||||||||||||
Equipment | - | 1,159,875,893 | $ | 8,535,892 | 1,168,411,785 | |||||||||||
Other | - | 762,063,944 | - | 762,063,944 | ||||||||||||
Commercial Mortgage-Backed Securities | ||||||||||||||||
Agency | - | 1,340,382,351 | - | 1,340,382,351 | ||||||||||||
Agency Stripped | - | 29,024,239 | - | 29,024,239 | ||||||||||||
Non-Agency | - | 233,114,488 | - | 233,114,488 | ||||||||||||
Corporate Bank Debt | - | - | 16,941,357 | 16,941,357 | ||||||||||||
Corporate Bonds | ||||||||||||||||
Communications | - | 5,922,334 | - | 5,922,334 | ||||||||||||
Financials | - | 79,103,404 | 81,414,000 | 160,517,404 | ||||||||||||
Health Care | - | 42,849,450 | - | 42,849,450 | ||||||||||||
Residential Mortgage-Backed Securities | ||||||||||||||||
Agency Collateralized Mortgage Obligation | - | 1,550,381 | - | 1,550,381 | ||||||||||||
Agency Pool Adjustable Rate | - | 160,699,041 | - | 160,699,041 | ||||||||||||
Agency Pool Fixed Rate | - | 1,784,389,421 | - | 1,784,389,421 | ||||||||||||
Non-Agency Collateralized Mortgage Obligation | - | 396,596,121 | 396,596,121 | |||||||||||||
U.S. Treasury Notes & Bonds | - | 1,339,392,195 | - | 1,339,392,195 | ||||||||||||
Common Stocks | ||||||||||||||||
Metals & Mining | - | - | 49,921,392 | 49,921,392 | ||||||||||||
Real Estate Services | $ | 6,722,388 | - | - | 6,722,388 | |||||||||||
Transportation & Logistics | - | - | 93,257,290 | 93,257,290 | ||||||||||||
Short-Term Investments | 42,239,858 | 235,979,663 | - | 278,219,521 | ||||||||||||
$ | 48,962,246 | $ | 8,571,203,024 | $ | 250,069,931 | $ | 8,870,235,201 |
25
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining value:
Asset-Backed Securities - Equipment | Corporate Bank Debt | Corporate Bonds | Common Stocks | Residential Mortgage-Backed Securities - Non-Agency Collateralized Mortgage Obligation | ||||||||||||||||
Beginning balance September 30, 2024 | $ | 9,745,908 | $ | 14,265,059 | $ | 81,414,000 | $ | 126,049,792 | $ | 4,166,581 | ||||||||||
Transfers into Level 3 during the period | - | - | - | - | - | |||||||||||||||
Transfers out of Level 3 during the period | - | - | - | - | (5,633,862 | ) | ||||||||||||||
Total realized gain/(loss) | 750 | 13,454 | - | - | 23,850 | |||||||||||||||
Total unrealized appreciation/(depreciation) | 260,492 | 2,734,557 | - | 17,128,890 | (81,990 | ) | ||||||||||||||
Amortization of Discount (Amortization of Premium) | - | 19,851 | - | - | 8,083 | |||||||||||||||
Net purchases | - | 5,249 | - | - | 1,748,292 | |||||||||||||||
Net sales | (1,471,258 | ) | (96,813 | ) | - | - | (230,954 | ) | ||||||||||||
Balance as of March 31, 2025 | $ | 8,535,892 | $ | 16,941,357 | $ | 81,414,000 | $ | 143,178,682 | $ | - |
The following table presents additional quantitative information about valuation methodologies and inputs used for investments that are measured at fair value and categorized within Level 3 as of March 31, 2025:
Asset Class | Fair Value March 31, 2025 |
Valuation Methodologies |
Unobservable Input | Input Range/Value |
Valuation Weighted Average of Input |
Impact to Valuation From an Increase in Input(1) | ||||||||||||
Asset-Backed Securities - Equipment | $ | 8,535,892 | Third-Party Broker Quote(3) | Quotes/Prices | $ | 87.50 | $ | 87.50 | Increase | |||||||||
Common Stocks | $ | 93,257,290 | Pricing Model(4) | Quotes/Prices | $ | 20.00 | $ | 20.00 | Increase | |||||||||
$ | 49,921,392 | Pricing Model(5) | Transaction Terms | $ | 1.25 | $ | 1.25 | Increase | ||||||||||
Corporate Bank Debt | $ | 19,134,796 | Third-Party Broker Quote(3) | Quotes/Prices | $34.00 - $95.22 | $ | 81.79 | Increase | ||||||||||
$ | 2,670 | Pricing Model(6) | Residual Value | $ | 0.01 | $ | 0.01 | Increase | ||||||||||
$ | (2,196,109 | ) | Pricing Model(7) | Quotes/Prices | $ | 90.00 | $ | 90.00 | Increase | |||||||||
Corporate Bonds | $ | 81,414,000 | Pricing Model(8) | Cost | $ | 100.00 | $ | 100.00 | Decrease |
(1) | This column represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the opposite effect. |
(2) | The Pricing Model technique for Level 3 securities is based on the recent purchase price of the security, until independent vendor pricing is available. |
(3) | The Third Party Broker Quote technique involves obtaining an independent third-party broker quote for the security. |
(4) | The Pricing Model technique for Level 3 securities involves the last reported trade in the security. |
(5) | The Pricing Model technique for Level 3 securities involves the terms of a completed third-party acquisition of the company. If the financial condition of the underlying assets were to deteriorate, or if the market comparables were to fall, the value of the investment could be lower. |
(6) | The Pricing Model technique for Level 3 securities involves evaluation of the residual value of a term loan that is pending any final liquidation distributions from the bankruptcy trustee. |
(7) | The Pricing Model technique for Level 3 securities involves recently quoted funding prices of the security. |
(8) | The fair value of the investment is based on the initial purchase price or more recent capital activity. If the financial condition of the underlying assets were to deteriorate, or if the market comparables were to fall, the value of the investment could be lower. |
26
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
Note 10 – Investments in Affiliated Issuers
An affiliated issuer is an entity in which the Fund has ownership of a least 5% of the voting securities. Issuers that are affiliates of the Fund at period-end are noted in the Fund’s Schedule of Investments. Additional security purchases and the reduction of certain securities shares outstanding of existing portfolio holdings that were not considered affiliated in prior years may result in the Fund owning in excess of 5% of the outstanding shares at period-end. The table below reflects transactions during the period with entities that are affiliates as of September 30, 2024 and may include acquisitions of new investments, prior year holdings that became affiliated during the period and prior period affiliated holdings that are no longer affiliated as of period-end:
Affiliated Security | Shares Held as of September 30, 2024 |
Beginning Value as of September 30, 2024 | Purchases at Cost | Proceeds from Sales | Net Realized Gain (Loss) on Sales Affiliated Investment | Change in Unrealized Appreciation (Depreciation) | Transfer In (Out) | Ending Value as of March 31, 2025 | Shares Held as of March 31, 2025 | Dividend Income From Affiliated Investments | ||||||||||||||||||||||||||
AIPCF VII A-BL Aggregator Cayman LP | 39,831,957 | $ | 49,921,392 | $ | - | $ | - | $ | - | $ | - | $ | - | $ | 49,921,392 | 39,831,957 | $ | - | ||||||||||||||||||
PHI Group, Inc. | 3,806,420 | 76,128,400 | - | - | - | 17,128,890 | - | 93,257,290 | 3,806,420 | - | ||||||||||||||||||||||||||
Total | $ | 126,049,792 | $ | - | $ | - | $ | - | $ | 17,128,890 | $ | - | $ | 143,178,682 | $ | - |
Note 11 – Restricted Securities
Restricted securities include securities that have not been registered under the Securities Act of 1933, as amended, and securities that are subject to restrictions on resale. The Fund may invest in restricted securities that are consistent with the Fund’s investment objective and investment strategies. Investments in restricted securities are valued at net asset value as a practical expedient for fair value, or fair value as determined in good faith in accordance with procedures adopted by the Board. It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term, and the difference could be material.
As of March 31, 2025, the Fund invested in the following restricted securities:
Issuer | Initial Acquisition Date |
Cost | Fair Value | Fair Value as a % of Net Assets |
||||||||||
Apollo Debt Solution BDC Senior Notes, 8.620%, 9/28/2028 | 8/10/2023 | $ | 26,023,000 | $ | 26,023,000 | 0.29 | % | |||||||
Capstone Acquisition Holdings, Inc. Term Loan, 8.925% (1-Month Term SOFR+460 basis points), 11/12/2029 | 4/30/2021 | 19,157,389 | 19,134,796 | 0.22 | % | |||||||||
Copper Property CTL Pass Through Trust | 10/5/2017 | 25,752,396 | 6,722,388 | 0.08 | % | |||||||||
Heartland Dental LLC/Heartland Dental Finance Corp., 10.500% (1-Month Term SOFR+500 basis points), 04/30/2028 | 8/2/2021 | 40,475,641 | 42,849,450 | 0.48 | % | |||||||||
Hlend Senior Notes, 8.170%, 03/15/2028 | 2/16/2023 | 42,500,000 | 42,500,000 | 0.48 | % | |||||||||
JC Penney Corp., Inc., 5.568% (3-Month USD Libor+425 basis points), 06/23/2025 | 2/3/2021 | - | 2,670 | 0.00 | % | |||||||||
Lealand Finance Company B.V. Senior Exit LC, 5.250%, 06/30/2027 | 2/28/2020 | (16,660 | ) | (2,337,528 | ) | -0.03 | % | |||||||
McDermott Technology Americas, Inc., 8.439%, (1-Month Term SOFR+400 basis points), 12/31/2027 | 3/25/2024 | 171,989 | 141,419 | 0.00 | % | |||||||||
OCREDIT BDC Senior Notes, 7.770%, 03/07/2029 | 2/22/2024 | 12,891,000 | 12,891,000 | 0.14 | % | |||||||||
PHI Group, Inc. | 8/19/2019 | 31,131,405 | 93,257,290 | 1.05 | % | |||||||||
Prop 2017-1A, 5.300%, 3/15/2042 | 2/9/2017 | 9,661,991 | 8,535,892 | 0.10 | % | |||||||||
$ | 207,748,151 | $ | 249,720,377 | 2.81 | % |
Note 12 – Market Disruption and Geopolitical Risks
Certain local, regional, or global events such as war, acts of terrorism, the spread of infectious illness and/or other public health issues, financial institution instability or other events may have a significant impact on a security or instrument. These types of events and others like them are collectively referred to as “Market Disruptions and Geopolitical Risks” and they may have adverse impacts on the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. Some of the impacts noted in recent times include but are not limited to embargos, political actions, supply chain disruptions, tariffs, bank failures, restrictions to investment and/or monetary movement including the forced selling of securities or the inability to participate impacted markets. The duration of these events could adversely affect the Fund’s performance, the performance of the securities in which the Fund invests and may lead to losses on your investment. The ultimate impact of “Market Disruptions and Geopolitical Risks” on the financial performance of the Fund’s investments is not reasonably estimable at this time. Management is actively monitoring these events.
Note 13 – New Accounting Pronouncements
Effective January 24, 2023, the Securities and Exchange Commission (the “SEC”) adopted rule and form amendments to require mutual funds and exchange-traded funds (“ETFs”) to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments. Certain information, including financial statements, will no longer appear in the Fund’s streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. The Fund has adopted procedures in accordance with the SEC’s rules and form amendments.
27
FPA New Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
March 31, 2025 (Unaudited)
In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”),” which enhances disclosure requirements about significant segment expenses that are regularly provided to the chief operating decision maker (the “CODM”). ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by Topic 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Management has evaluated the impact of applying ASU 2023-07, and the Fund has adopted the ASU during the reporting period. The adoption of the ASU does not have a material impact on the financial statements. Required disclosure is included in Note 1.
Note 14 – Events Subsequent to the Fiscal Period End
The Fund has adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Fund’s related events and transactions that occurred through the date of issuance of the Fund’s financial statements.
There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
28
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not Applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not Applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
This information is included in Item 7, as part of the financial statements.
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.
The registrant has not made any material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees.
Item 16. Controls and Procedures.
(a) | The Registrant’s Principal Executive Officer and Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider. |
(b) | There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. |
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously Awarded Compensation.
(a) Not Applicable.
(b) Not Applicable.
Item 19. Exhibits.
(a) | (1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable. |
(a) | (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. Instruction to paragraph (a)(2). Not Applicable. |
(a) | (3) A separate certification for each principal executive and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)), Filed herewith. |
(a) | (4) Not Applicable. |
(a) | (5) Not Applicable. |
(b) | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Investment Managers Series Trust III | |
By (Signature and Title) | /s/ Maureen Quill | |
Maureen Quill, President and Principal Executive Officer | ||
Date | 6/9/2025 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/ Maureen Quill | |
Maureen Quill, President and Principal Executive Officer | ||
Date | 6/9/2025 | |
By (Signature and Title) | /s/ Rita Dam | |
Rita Dam, Treasurer and Principal Financial Officer | ||
Date | 6/9/2025 |