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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number
811-08544
Investment Managers Series Trust III
(Exact name of registrant as specified in charter)

235 West Galena Street
Milwaukee, Wisconsin 53212
(Address of Principal Executive Offices, including Zip Code)
Diane J. Drake
Mutual Fund Administration, LLC
2220 E. Route 66, Suite 226
Glendora, California 91740
(Name and Address of Agent for Service)
COPIES TO:
Laurie Anne Dee
Morgan, Lewis & Bockius LLP
600 Anton Boulevard, Suite 1800
Costa Mesa, California 92626
Registrant's telephone number, including area code:
(626) 385-5777
Date of fiscal year end:
December 31
Date of reporting period:
December 31, 2025
The Registrant is filing this amendment to its Form N-CSR (the “Amendment”) for the period ended December 31, 2025, originally filed with the Securities and Exchange Commission on March 9, 2026 (Accession Number 0001398344-26-004865) (the “Original Filing”). The amendment’s sole purpose is to correct the benchmark return figure for the CPI + 200 Basis Point, 5-year average total return in FPA Flexible Fixed Income Fund - Institutional Class performance table, included in Item 1. Report to Stockholders. Except for this and the updates to signature page dates and the certifications required by Rules 30a-2(a) and 30a-2(b), the Amendment makes no other changes to the Original Filing.
 
Item 1. Report to Stockholders.
(a) The registrant’s annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Investment Act”), is as follows:
FPA Crescent Fund
Institutional Class/FPACX
TSR Fund Logo - Cover
ANNUAL SHAREHOLDER REPORT | December 31, 2025
This annual shareholder report contains important information about the FPA Crescent Fund (“Fund”) for the period of January 1, 2025 to December 31, 2025. You can find additional information about the Fund at https://fpa.com/funds/overview/crescent. You can also request this information by contacting us at (800) 638-3060.
Fund Expenses
(Based on a hypothetical $10,000 investment)
Fund (Class) Costs of a $10,000 investment Costs paid as a percentage
of a $10,000 investment
FPA Crescent Fund
(Institutional Class/FPACX)
$114 1.05%
Management’s Discussion of Fund Performance
SUMMARY OF RESULTS
The FPA Crescent Fund – Institutional Class (“Fund” or “Crescent”) gained 3.09% in the trailing three months and 17.65% in the trailing twelve months ending December 31, 2025, on a net basis, which includes reinvestment of all distributions. The MSCI ACWI Index and the S&P 500 Index returns for the three-month period were 3.29% and 2.66%; and 22.34% and 17.88% for the trailing twelve-month period, respectively. The Fund is managed according to FPA’s Contrarian Value Strategy, which seeks to invest in companies that currently appear out of favor or undervalued but have a favorable outlook for growth, in the portfolio manager’s estimation, over 5-10 years. The portfolio managers conduct deep research into the underlying financial condition and prospects of individual companies, and select those whose securities are offered at a “substantial discount” to the portfolio managers’ estimation of the company’s worth or intrinsic value.
TOP PERFORMANCE CONTRIBUTORS*
TE Connectivity (TE) is a longtime holding that benefitted in 2025 from continued demand growth in several of the markets in which it sells into, including: AI infrastructure and data center connectivity; energy and grid update cycling; and industrial automation. TE also acquired Richards Manufacturing earlier in the year, which helped strengthen the company’s competitive position in industrial and utility markets, and raised the dividend throughout 2025.
Safran was buoyed by robust aerospace and aftermarket parts demand, reporting record profits in early 2025 for the prior year. As global air traffic continued to recover and air carriers ramped up maintenance projects, the company enjoyed higher aftermarket growth and converted operational efficiency into higher earnings, leading management to raise full-year guidance for 2025.
TOP PERFORMANCE DETRACTORS*
CarMax, the largest retailer of used cars in the US, has been a disappointment. We entered 2025 with hopes that an improved omnichannel offering in an improving used vehicle market would drive increased sales volumes, market share, and profit growth. Instead, we’ve watched management make a series of missteps. The company withdrew its 2030 unit sales targets at the beginning of the year, citing tariff-related uncertainty expected to have little impact five years from now—not particularly confidence-boosting, especially when their competitors retained their stated medium-term goals. Management mistakenly expected their strong fiscal first quarter to continue. They overbought inventory at elevated prices, which they were then forced to work through in the second quarter, causing them to lose market share. Investors have punished the company for its mistakes, and shares have declined by 53% in 2025. Despite our disappointment in management’s execution, the company’s share price appears inexpensive to us. Two independent directors of Carmax bought shares in early October, which could signal that they share a similar outlook to ours. The company also increased its share repurchase program, though we wish they would have held off on repurchases until the market was aware of the current disappointing news. We still believe that CarMax has built a differentiated used vehicle retail business and could see substantial share price improvement if the company rights itself, but operational execution needs to significantly improve.
International Flavors & Fragrances has been plagued with poor management for years. As a leading producer of food, beverage, scent, home and personal care, and health products and ingredients, its products are ubiquitous across many household staples. They produce one-third of probiotics, the enzyme used in half of cold-water laundry detergents, another enzyme used in 20% of the beer brewed globally, and one-third of yogurts use an IFF culture, to name a few. Prior management's reckless capital allocation and ineptitude at managing its diverse global enterprise, transforming a high-margin, unlevered company into one with a lower margin and a higher level of leverage. We have a constructive view of the new CEO, who has renewed the company's focus on being a best-in-class operationally with a smaller product suite.  They have sold, and will continue to sell, non-core assets, which will decrease their leverage and, hopefully, allow for higher margins.  The company has burned the market, and many investors have taken a wait-and-see attitude reasonably. 
* The information provided reflects some of the top performance contributors and detractors over the trailing twelve months (“TTM”). It does not reflect all positions purchased, sold or recommended during the TTM. It should not be assumed that recommendations made in the future will be profitable or will equal the performance of the securities or sectors listed. As of 12/31/2025, the position sizes for the securities mentioned as a percentage of net assets were: TE Connectivity (2.2%), Safran (1.6%), CarMax (0.6%), and IFF (1.8%). The company data and statistics referenced in the Contributors and Detractors sections, including competitor data, are sourced from company press releases, investor presentations, financial disclosures, SEC filings, or company websites, unless otherwise noted. Past performance is no guarantee, nor is it indicative, of future results.
Indices are unmanaged and do not reflect any commissions, transaction costs, or fees and expenses which would be incurred by an investor purchasing the underlying securities and which would reduce the performance in an actual account. You cannot invest directly in an index. The MSCI ACWI NR USD Index is an unmanaged free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. The S&P 500 Index includes a representative sample of 500 hundred companies in leading industries of the U.S. economy. The Index focuses on the large-cap segment of the market, with over 80% coverage of U.S. equities, but is also considered a proxy for the total market. The Fund does not include outperformance of any index in its investment objectives.
Fund Performance
The following graph and chart compare the initial and subsequent account values at the end of each of the most recently completed 10 fiscal years of the Fund, or for the life of the Fund, if shorter. It assumes a $10,000 initial investment at the beginning of the first fiscal year in an appropriate, broad-based securities market index for the same period.
GROWTH OF $10,000
Fund Performance - Growth of 10K
AVERAGE ANNUAL TOTAL RETURN 1 Year 5 Years 10 Years
FPA Crescent Fund (Institutional Class/FPACX) 17.65% 11.02% 9.84%
MSCI All Country World Index 22.34% 11.19% 11.72%
S&P 500 Index 17.88% 14.42% 14.82%
60%/40% S&P 500 Index/Bloomberg Barclays US Aggregate Bond Index 13.70% 8.47% 9.78%
Consumer Price Index (US) CPI 2.63% 4.47% 3.21%
Keep in mind that the Fund’s past performance is not a good predictor of how the Fund will perform in the future.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
Visit https://fpa.com/funds/performance/crescent for the most recent performance information.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $11,881,915,485
Total number of portfolio holdings 140
Total advisory fees paid (net) $99,044,133
Portfolio turnover rate as of the end of the reporting period 23%
Graphical Representation of Holdings
The tables below show the investment makeup of the Fund, representing percentage of the total net assets of the Fund. The Top Ten Holdings and Sector Allocation exclude short-term holdings, if any. The Top Ten Holdings table may not reflect the total exposure to an issuer.  The Sector Allocation chart represents Common Stocks of the Fund.
Top Ten Holdings
Alphabet, Inc. - Class A 3.7%
Analog Devices, Inc. 2.9%
Meta Platforms, Inc. - Class A 2.6%
TE Connectivity Ltd. 2.2%
Citigroup, Inc. 2.2%
Alphabet, Inc. - Class C 2.0%
Becton, Dickinson and Co. 1.9%
Heineken Holding N.V. 1.9%
JDE Peet's N.V. 1.8%
International Flavors & Fragrances, Inc. 1.8%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
Material Fund Changes
There were no material fund changes to the Fund during the reporting period.
Changes in and Disagreements with Accountants
There were no changes in or disagreements with the Fund's accountants during the reporting period.
Availability of Additional Information
You can find additional information about the Fund such as the prospectus, financial information, fund holdings and proxy voting information at https://fpa.com/funds/overview/crescent. You can also request this information by contacting us at (800) 638-3060.
Householding
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports and other communication to shareholders with the same residential address, provided they have the same last name, or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send recipients only one copy of these materials for as long as they remain a shareholder of the Fund. If you would like to receive individual mailings, please call (800) 638-3060 and we will begin sending you separate copies of these materials within 30 days after receiving your request.
FPA Crescent Fund - Institutional Class
FPA Crescent Fund
Investor Class/FPFRX
TSR Fund Logo - Cover
ANNUAL SHAREHOLDER REPORT | December 31, 2025
This annual shareholder report contains important information about the FPA Crescent Fund (“Fund”) for the period of January 1, 2025 to December 31, 2025. You can find additional information about the Fund at https://fpa.com/funds/overview/crescent. You can also request this information by contacting us at (800) 638-3060.
Fund Expenses
(Based on a hypothetical $10,000 investment)
Fund (Class) Costs of a $10,000 investment Costs paid as a percentage
of a $10,000 investment
FPA Crescent Fund
(Investor Class/FPFRX)
$125 1.15%
Management’s Discussion of Fund Performance
SUMMARY OF RESULTS
The FPA Crescent Fund – Investor Class (“Fund” or “Crescent”) gained 3.04% in the trailing three months and 17.52% in the trailing twelve months ending December 31, 2025, on a net basis, which includes reinvestment of all distributions. The MSCI ACWI Index and the S&P 500 Index returns for the three-month period were 3.29% and 2.66%; and 22.34% and 17.88% for the trailing twelve-month period, respectively. The Fund is managed according to FPA’s Contrarian Value Strategy, which seeks to invest in companies that currently appear out of favor or undervalued but have a favorable outlook for growth, in the portfolio manager’s estimation, over 5-10 years. The portfolio managers conduct deep research into the underlying financial condition and prospects of individual companies, and select those whose securities are offered at a “substantial discount” to the portfolio managers’ estimation of the company’s worth or intrinsic value.
TOP PERFORMANCE CONTRIBUTORS*
TE Connectivity (TE) is a longtime holding that benefitted in 2025 from continued demand growth in several of the markets in which it sells into, including: AI infrastructure and data center connectivity; energy and grid update cycling; and industrial automation. TE also acquired Richards Manufacturing earlier in the year, which helped strengthen the company’s competitive position in industrial and utility markets, and raised the dividend throughout 2025.
Safran was buoyed by robust aerospace and aftermarket parts demand, reporting record profits in early 2025 for the prior year. As global air traffic continued to recover and air carriers ramped up maintenance projects, the company enjoyed higher aftermarket growth and converted operational efficiency into higher earnings, leading management to raise full-year guidance for 2025.
TOP PERFORMANCE DETRACTORS*
CarMax, the largest retailer of used cars in the US, has been a disappointment. We entered 2025 with hopes that an improved omnichannel offering in an improving used vehicle market would drive increased sales volumes, market share, and profit growth. Instead, we’ve watched management make a series of missteps. The company withdrew its 2030 unit sales targets at the beginning of the year, citing tariff-related uncertainty expected to have little impact five years from now—not particularly confidence-boosting, especially when their competitors retained their stated medium-term goals. Management mistakenly expected their strong fiscal first quarter to continue. They overbought inventory at elevated prices, which they were then forced to work through in the second quarter, causing them to lose market share. Investors have punished the company for its mistakes, and shares have declined by 53% in 2025. Despite our disappointment in management’s execution, the company’s share price appears inexpensive to us. Two independent directors of Carmax bought shares in early October, which could signal that they share a similar outlook to ours. The company also increased its share repurchase program, though we wish they would have held off on repurchases until the market was aware of the current disappointing news. We still believe that CarMax has built a differentiated used vehicle retail business and could see substantial share price improvement if the company rights itself, but operational execution needs to significantly improve.
International Flavors & Fragrances has been plagued with poor management for years. As a leading producer of food, beverage, scent, home and personal care, and health products and ingredients, its products are ubiquitous across many household staples. They produce one-third of probiotics, the enzyme used in half of cold-water laundry detergents, another enzyme used in 20% of the beer brewed globally, and one-third of yogurts use an IFF culture, to name a few. Prior management's reckless capital allocation and ineptitude at managing its diverse global enterprise, transforming a high-margin, unlevered company into one with a lower margin and a higher level of leverage. We have a constructive view of the new CEO, who has renewed the company's focus on being a best-in-class operationally with a smaller product suite.  They have sold, and will continue to sell, non-core assets, which will decrease their leverage and, hopefully, allow for higher margins.  The company has burned the market, and many investors have taken a wait-and-see attitude reasonably. 
* The information provided reflects some of the top performance contributors and detractors over the trailing twelve months (“TTM”). It does not reflect all positions purchased, sold or recommended during the TTM. It should not be assumed that recommendations made in the future will be profitable or will equal the performance of the securities or sectors listed. As of 12/31/2025, the position sizes for the securities mentioned as a percentage of net assets were: TE Connectivity (2.2%), Safran (1.6%), CarMax (0.6%), and IFF (1.8%). The company data and statistics referenced in the Contributors and Detractors sections, including competitor data, are sourced from company press releases, investor presentations, financial disclosures, SEC filings, or company websites, unless otherwise noted. Past performance is no guarantee, nor is it indicative, of future results.
Indices are unmanaged and do not reflect any commissions, transaction costs, or fees and expenses which would be incurred by an investor purchasing the underlying securities and which would reduce the performance in an actual account. You cannot invest directly in an index. The MSCI ACWI NR USD Index is an unmanaged free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. The S&P 500 Index includes a representative sample of 500 hundred companies in leading industries of the U.S. economy. The Index focuses on the large-cap segment of the market, with over 80% coverage of U.S. equities, but is also considered a proxy for the total market. The Fund does not include outperformance of any index in its investment objectives.
Fund Performance
The following graph and chart compare the initial and subsequent account values at the end of each of the most recently completed 10 fiscal years of the Fund, or for the life of the Fund, if shorter. It assumes a $10,000 initial investment at the beginning of the first fiscal year in an appropriate, broad-based securities market index for the same period.
GROWTH OF $10,000
Fund Performance - Growth of 10K
AVERAGE ANNUAL TOTAL RETURN 1 Year 5 Years 10 Years
FPA Crescent Fund (Investor Class/FPFRX)1 17.52% 10.91% 9.73%
MSCI All Country World Index 22.34% 11.19% 11.72%
S&P 500 Index 17.88% 14.42% 14.82%
60%/40% S&P 500 Index/Bloomberg Barclays US Aggregate Bond Index 13.70% 8.47% 9.78%
Consumer Price Index (US) CPI 2.63% 4.47% 3.21%
1
Investor Class commenced operations on April 30, 2024.  The performance figures for Investor Class shares include the performance for the Institutional Class shares for the periods prior to the inception date of Investor Class shares, adjusted for the difference in Institutional Class shares and Investor Class shares expenses. Investor Class shares impose higher expenses than Institutional Class shares. Since Investor Class shares have higher expenses and are therefore more expensive than Institutional Class shares, the returns for Investor Class shares will be lower than the returns shown for Institutional Class shares.
Keep in mind that the Fund’s past performance is not a good predictor of how the Fund will perform in the future.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
Visit https://fpa.com/funds/performance/crescent for the most recent performance information.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $11,881,915,485
Total number of portfolio holdings 140
Total advisory fees paid (net) $99,044,133
Portfolio turnover rate as of the end of the reporting period 23%
Graphical Representation of Holdings
The tables below show the investment makeup of the Fund, representing percentage of the total net assets of the Fund. The Top Ten Holdings and Sector Allocation exclude short-term holdings, if any. The Top Ten Holdings table may not reflect the total exposure to an issuer.  The Sector Allocation chart represents Common Stocks of the Fund.
Top Ten Holdings
Alphabet, Inc. - Class A 3.7%
Analog Devices, Inc. 2.9%
Meta Platforms, Inc. - Class A 2.6%
TE Connectivity Ltd. 2.2%
Citigroup, Inc. 2.2%
Alphabet, Inc. - Class C 2.0%
Becton, Dickinson and Co. 1.9%
Heineken Holding N.V. 1.9%
JDE Peet's N.V. 1.8%
International Flavors & Fragrances, Inc. 1.8%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
Material Fund Changes
There were no material fund changes to the Fund during the reporting period.
Changes in and Disagreements with Accountants
There were no changes in or disagreements with the Fund's accountants during the reporting period.
Availability of Additional Information
You can find additional information about the Fund such as the prospectus, financial information, fund holdings and proxy voting information at https://fpa.com/funds/overview/crescent. You can also request this information by contacting us at (800) 638-3060.
Householding
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports and other communication to shareholders with the same residential address, provided they have the same last name, or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send recipients only one copy of these materials for as long as they remain a shareholder of the Fund. If you would like to receive individual mailings, please call (800) 638-3060 and we will begin sending you separate copies of these materials within 30 days after receiving your request.
FPA Crescent Fund - Investor Class
FPA Crescent Fund
Supra Institutional Class/FPCSX
TSR Fund Logo - Cover
ANNUAL SHAREHOLDER REPORT | December 31, 2025
This annual shareholder report contains important information about the FPA Crescent Fund (“Fund”) for the period of January 1, 2025 to December 31, 2025. You can find additional information about the Fund at https://fpa.com/funds/overview/crescent. You can also request this information by contacting us at (800) 638-3060.
Fund Expenses
(Based on a hypothetical $10,000 investment)
Fund (Class) Costs of a $10,000 investment Costs paid as a percentage
of a $10,000 investment
FPA Crescent Fund
(Supra Institutional Class/FPCSX)
$108 0.99%
Management’s Discussion of Fund Performance
SUMMARY OF RESULTS
The FPA Crescent Fund – Supra Institutional Class (“Fund” or “Crescent”) gained 3.09% in the trailing three months and 17.68% in the trailing twelve months ending December 31, 2025, on a net basis, which includes reinvestment of all distributions. The MSCI ACWI Index and the S&P 500 Index returns for the three-month period were 3.29% and 2.66%; and 22.34% and 17.88% for the trailing twelve-month period, respectively. The Fund is managed according to FPA’s Contrarian Value Strategy, which seeks to invest in companies that currently appear out of favor or undervalued but have a favorable outlook for growth, in the portfolio manager’s estimation, over 5-10 years. The portfolio managers conduct deep research into the underlying financial condition and prospects of individual companies, and select those whose securities are offered at a “substantial discount” to the portfolio managers’ estimation of the company’s worth or intrinsic value.
TOP PERFORMANCE CONTRIBUTORS*
TE Connectivity (TE) is a longtime holding that benefitted in 2025 from continued demand growth in several of the markets in which it sells into, including: AI infrastructure and data center connectivity; energy and grid update cycling; and industrial automation. TE also acquired Richards Manufacturing earlier in the year, which helped strengthen the company’s competitive position in industrial and utility markets, and raised the dividend throughout 2025.
Safran was buoyed by robust aerospace and aftermarket parts demand, reporting record profits in early 2025 for the prior year. As global air traffic continued to recover and air carriers ramped up maintenance projects, the company enjoyed higher aftermarket growth and converted operational efficiency into higher earnings, leading management to raise full-year guidance for 2025.
TOP PERFORMANCE DETRACTORS*
CarMax, the largest retailer of used cars in the US, has been a disappointment. We entered 2025 with hopes that an improved omnichannel offering in an improving used vehicle market would drive increased sales volumes, market share, and profit growth. Instead, we’ve watched management make a series of missteps. The company withdrew its 2030 unit sales targets at the beginning of the year, citing tariff-related uncertainty expected to have little impact five years from now—not particularly confidence-boosting, especially when their competitors retained their stated medium-term goals. Management mistakenly expected their strong fiscal first quarter to continue. They overbought inventory at elevated prices, which they were then forced to work through in the second quarter, causing them to lose market share. Investors have punished the company for its mistakes, and shares have declined by 53% in 2025. Despite our disappointment in management’s execution, the company’s share price appears inexpensive to us. Two independent directors of Carmax bought shares in early October, which could signal that they share a similar outlook to ours. The company also increased its share repurchase program, though we wish they would have held off on repurchases until the market was aware of the current disappointing news. We still believe that CarMax has built a differentiated used vehicle retail business and could see substantial share price improvement if the company rights itself, but operational execution needs to significantly improve.
International Flavors & Fragrances has been plagued with poor management for years. As a leading producer of food, beverage, scent, home and personal care, and health products and ingredients, its products are ubiquitous across many household staples. They produce one-third of probiotics, the enzyme used in half of cold-water laundry detergents, another enzyme used in 20% of the beer brewed globally, and one-third of yogurts use an IFF culture, to name a few. Prior management's reckless capital allocation and ineptitude at managing its diverse global enterprise, transforming a high-margin, unlevered company into one with a lower margin and a higher level of leverage. We have a constructive view of the new CEO, who has renewed the company's focus on being a best-in-class operationally with a smaller product suite.  They have sold, and will continue to sell, non-core assets, which will decrease their leverage and, hopefully, allow for higher margins.  The company has burned the market, and many investors have taken a wait-and-see attitude reasonably. 
* The information provided reflects some of the top performance contributors and detractors over the trailing twelve months (“TTM”). It does not reflect all positions purchased, sold or recommended during the TTM. It should not be assumed that recommendations made in the future will be profitable or will equal the performance of the securities or sectors listed. As of 12/31/2025, the position sizes for the securities mentioned as a percentage of net assets were: TE Connectivity (2.2%), Safran (1.6%), CarMax (0.6%), and IFF (1.8%). The company data and statistics referenced in the Contributors and Detractors sections, including competitor data, are sourced from company press releases, investor presentations, financial disclosures, SEC filings, or company websites, unless otherwise noted. Past performance is no guarantee, nor is it indicative, of future results.
Indices are unmanaged and do not reflect any commissions, transaction costs, or fees and expenses which would be incurred by an investor purchasing the underlying securities and which would reduce the performance in an actual account. You cannot invest directly in an index. The MSCI ACWI NR USD Index is an unmanaged free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. The S&P 500 Index includes a representative sample of 500 hundred companies in leading industries of the U.S. economy. The Index focuses on the large-cap segment of the market, with over 80% coverage of U.S. equities, but is also considered a proxy for the total market. The Fund does not include outperformance of any index in its investment objectives.
Fund Performance
The following graph and chart compare the initial and subsequent account values at the end of each of the most recently completed 10 fiscal years of the Fund, or for the life of the Fund, if shorter. It assumes a $100,000,000 initial investment at the beginning of the first fiscal year in an appropriate, broad-based securities market index for the same period.
GROWTH OF $100,000,000
Fund Performance - Growth of 10K
AVERAGE ANNUAL TOTAL RETURN 1 Year 5 Years Since
Inception1
FPA Crescent Fund (Supra Institutional Class/FPCSX) 17.68% 11.08% 13.33%
MSCI All Country World Index 22.34% 11.19% 13.09%
S&P 500 Index 17.88% 14.42% 15.57%
60%/40% S&P 500 Index/Bloomberg Barclays US Aggregate Bond Index 13.70% 8.47% 9.21%
Consumer Price Index (US) CPI 2.63% 4.47% 4.38%
1
Supra Institutional Class commenced operations on September 4, 2020.
Keep in mind that the Fund’s past performance is not a good predictor of how the Fund will perform in the future.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
Visit https://fpa.com/funds/performance/crescent for the most recent performance information.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $11,881,915,485
Total number of portfolio holdings 140
Total advisory fees paid (net) $99,044,133
Portfolio turnover rate as of the end of the reporting period 23%

Graphical Representation of Holdings

The tables below show the investment makeup of the Fund, representing percentage of the total net assets of the Fund. The Top Ten Holdings and Sector Allocation exclude short-term holdings, if any. The Top Ten Holdings table may not reflect the total exposure to an issuer.  The Sector Allocation chart represents Common Stocks of the Fund.

Top Ten Holdings

Alphabet, Inc. - Class A 3.7%
Analog Devices, Inc. 2.9%
Meta Platforms, Inc. - Class A 2.6%
TE Connectivity Ltd. 2.2%
Citigroup, Inc. 2.2%
Alphabet, Inc. - Class C 2.0%
Becton, Dickinson and Co. 1.9%
Heineken Holding N.V. 1.9%
JDE Peet's N.V. 1.8%
International Flavors & Fragrances, Inc. 1.8%

Asset Allocation

Graphical Representation - Allocation 1 Chart

Sector Allocation

Graphical Representation - Allocation 2 Chart
Material Fund Changes
There were no material fund changes to the Fund during the reporting period.
Changes in and Disagreements with Accountants
There were no changes in or disagreements with the Fund's accountants during the reporting period.
Availability of Additional Information
You can find additional information about the Fund such as the prospectus, financial information, fund holdings and proxy voting information at https://fpa.com/funds/overview/crescent. You can also request this information by contacting us at (800) 638-3060.
Householding
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports and other communication to shareholders with the same residential address, provided they have the same last name, or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send recipients only one copy of these materials for as long as they remain a shareholder of the Fund. If you would like to receive individual mailings, please call (800) 638-3060 and we will begin sending you separate copies of these materials within 30 days after receiving your request.
FPA Crescent Fund - Supra Institutional Class
FPA Flexible Fixed Income Fund
Institutional Class/FPFIX
TSR Fund Logo - Cover
ANNUAL SHAREHOLDER REPORT | December 31, 2025
This annual shareholder report contains important information about the FPA Flexible Fixed Income Fund (“Fund”) for the period to January 1, 2025 to December 31, 2025. You can find additional information about the Fund at https://fpa.com/funds/overview/flexible-fixed-income. You can also request this information by contacting us at (800) 638-3060.
Fund Expenses
(Based on a hypothetical $10,000 investment)
Fund (Class) Costs of a $10,000 investment Costs paid as a percentage
of a $10,000 investment
FPA Flexible Fixed Income Fund
(Institutional Class/FPFIX)
$57 0.55%
Management’s Discussion of Fund Performance
How did the Fund perform over the reporting period?
For the twelve-month period ending December 31, 2025, the FPA Flexible Fixed Income Fund’s Institutional Class (“Fund”) net return was 7.23%, which includes reinvestment of all distributions.
What affected the Fund’s performance?
During the 12 months ending December 31, 2025, Treasury yields decreased between 7-77 basis points for maturities less than 30 years. Spreads on investment grade and high yield rated debt decreased. Due to low spreads, we largely focused on buying longer-duration, High Quality bonds (rated single-A or higher) which we believe will enhance both the Fund’s long-term returns and short-term upside-versus-downside return profile. Over the past 12 months, the Fund’s duration has ranged from 3.3 years to 3.5 years. We seek to opportunistically invest in Credit when we believe prices adequately compensate for the risk of permanent impairment of capital and near-term mark-to-market risk. The Fund’s exposure to investments rated BBB or lower decreased as decreasing spreads in that part of the market generally made these investments unattractive.
Fund performance can be attributed to the following:[1]
The largest contributors to performance during the 12 months ending December 31, 2025:
• Agency-guaranteed residential mortgage pools driven by price increase due to lower benchmark yields and spreads; interest income; and amortization of principal
• U.S. Treasuries due to interest income and price increase due to lower benchmark yields
• Agency-guaranteed commercial mortgage-backed securities driven by price increase due to lower benchmark yields and spreads; and interest income
Although certain individual bonds detracted from performance during the year, there were no meaningful detractors at the sector level.
[1] This information is not a recommendation for a specific security or sector and these securities/sectors may not be in the Fund at the time you receive this report. The information provided does not reflect all positions purchased, sold or recommended by FPA during the quarter. The portfolio holdings as of the most recent quarter-end may be obtained at https://fpa.com. Past performance is no guarantee, nor is it indicative, of future results. 
Fund Performance
The following graph and chart compare the initial and subsequent account values at the end of each of the most recently completed 10 fiscal years of the Fund, or for the life of the Fund, if shorter. It assumes a $100,000 initial investment at the beginning of the first fiscal year in an appropriate, broad-based securities market index for the same period.
GROWTH OF $100,000
Fund Performance - Growth of 10K
AVERAGE ANNUAL TOTAL RETURN 1 Year 5 Years Since
Inception
FPA Flexible Fixed Income Fund (Institutional Class/FPFIX) 7.23% 4.01% 4.08%
Bloomberg U.S. Universal Bond Index 7.58% 0.06% 2.38%
CPI + 200 Basis Points 4.70% 6.58% 5.80%
Keep in mind that the Fund’s past performance is not a good predictor of how the Fund will perform in the future.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
Visit https://fpa.com/funds/performance/flexible-fixed-income for the most recent performance information.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $1,939,413,246
Total number of portfolio holdings 412
Total advisory fees paid (net) $6,764,534
Portfolio turnover rate as of the end of the reporting period 48%
Graphical Representation of Holdings
The tables below show the investment makeup of the Fund, representing percentage of the total net assets of the Fund. The Top Ten Holdings and Sector Allocation exclude short-term holdings, if any. The Top Ten Holdings table may not reflect the total exposure to an issuer. Interest rates presented in the Top Ten Holdings are as of the reporting period end.  The Sector Allocation chart represents Bonds & Debentures of the Fund.
Top Ten Holdings
U.S. Treasury Note, 3.625%, 10/31/2030 9.0%
U.S. Treasury Note, 3.625%, 8/31/2030 5.3%
U.S. Treasury Note, 3.875%, 7/31/2030 4.2%
U.S. Treasury Note, 3.500%, 11/30/2030 2.4%
U.S. Treasury Note, 3.625%, 9/30/2030 2.1%
Fannie Mae Pool, 1.000%, 3/1/2037 0.8%
Freddie Mac Pool, 1.500%, 3/1/2041 0.8%
Freddie Mac Pool, 1.500%, 5/1/2041 0.7%
Federal Home Loan Mortgage Corp., Series K096, Class A2, 2.519%, 7/25/2029 0.7%
Fannie Mae Pool, 1.500%, 11/1/2041 0.7%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
Material Fund Changes
There were no material fund changes to the Fund during the reporting period.
Changes in and Disagreements with Accountants
There were no changes in or disagreements with the Fund's accountants during the reporting period.
Availability of Additional Information
You can find additional information about the Fund such as the prospectus, financial information, fund holdings and proxy voting information at https://fpa.com/funds/overview/flexible-fixed-income. You can also request this information by contacting us at (800) 638-3060.
Householding
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports and other communication to shareholders with the same residential address, provided they have the same last name, or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send recipients only one copy of these materials for as long as they remain a shareholder of the Fund. If you would like to receive individual mailings, please call (800) 638-3060 and we will begin sending you separate copies of these materials within 30 days after receiving your request.
FPA Flexible Fixed Income Fund - Institutional Class
FPA Flexible Fixed Income Fund
Advisor Class/FFIAX
TSR Fund Logo - Cover
ANNUAL SHAREHOLDER REPORT | December 31, 2025
This annual shareholder report contains important information about the FPA Flexible Fixed Income Fund (“Fund”) for the period to January 1, 2025 to December 31, 2025. You can find additional information about the Fund at https://fpa.com/funds/overview/flexible-fixed-income. You can also request this information by contacting us at (800) 638-3060.
Fund Expenses
(Based on a hypothetical $10,000 investment)
Fund (Class) Costs of a $10,000 investment Costs paid as a percentage
of a $10,000 investment
FPA Flexible Fixed Income Fund
(Advisor Class/FFIAX)
$62 0.60%
Management’s Discussion of Fund Performance
How did the Fund perform over the reporting period?
For the twelve-month period ending December 31, 2025, the FPA Flexible Fixed Income Fund’s Advisor Class (“Fund”) net return was 7.22%, which includes reinvestment of all distributions.
What affected the Fund’s performance?
During the 12 months ending December 31, 2025, Treasury yields decreased between 7-77 basis points for maturities less than 30 years. Spreads on investment grade and high yield rated debt decreased. Due to low spreads, we largely focused on buying longer-duration, High Quality bonds (rated single-A or higher) which we believe will enhance both the Fund’s long-term returns and short-term upside-versus-downside return profile. Over the past 12 months, the Fund’s duration has ranged from 3.3 years to 3.5 years. We seek to opportunistically invest in Credit when we believe prices adequately compensate for the risk of permanent impairment of capital and near-term mark-to-market risk. The Fund’s exposure to investments rated BBB or lower decreased as decreasing spreads in that part of the market generally made these investments unattractive.
Fund performance can be attributed to the following:[1]
The largest contributors to performance during the 12 months ending December 31, 2025:
• Agency-guaranteed residential mortgage pools driven by price increase due to lower benchmark yields and spreads; interest income; and amortization of principal
• U.S. Treasuries due to interest income and price increase due to lower benchmark yields
• Agency-guaranteed commercial mortgage-backed securities driven by price increase due to lower benchmark yields and spreads; and interest income
Although certain individual bonds detracted from performance during the year, there were no meaningful detractors at the sector level.
[1] This information is not a recommendation for a specific security or sector and these securities/sectors may not be in the Fund at the time you receive this report. The information provided does not reflect all positions purchased, sold or recommended by FPA during the quarter. The portfolio holdings as of the most recent quarter-end may be obtained at https://fpa.com. Past performance is no guarantee, nor is it indicative, of future results. 
Fund Performance
The following graph and chart compare the initial and subsequent account values at the end of each of the most recently completed 10 fiscal years of the Fund, or for the life of the Fund, if shorter. It assumes a $10,000 initial investment at the beginning of the first fiscal year in an appropriate, broad-based securities market index for the same period.
GROWTH OF $10,000
Fund Performance - Growth of 10K
AVERAGE ANNUAL TOTAL RETURN 1 Year Since
Inception1
FPA Flexible Fixed Income Fund (Advisor Class/FFIAX) 7.22% 4.02%
Bloomberg U.S. Universal Bond Index 7.58% 0.55%
CPI + 200 Basis Points 4.70% 6.62%
1
Advisor Class commenced operations on April 16, 2021.
Keep in mind that the Fund’s past performance is not a good predictor of how the Fund will perform in the future.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
Visit https://fpa.com/funds/performance/flexible-fixed-income for the most recent performance information.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $1,939,413,246
Total number of portfolio holdings 412
Total advisory fees paid (net) $6,764,534
Portfolio turnover rate as of the end of the reporting period 48%
Graphical Representation of Holdings
The tables below show the investment makeup of the Fund, representing percentage of the total net assets of the Fund. The Top Ten Holdings and Sector Allocation exclude short-term holdings, if any. The Top Ten Holdings table may not reflect the total exposure to an issuer. Interest rates presented in the Top Ten Holdings are as of the reporting period end.  The Sector Allocation chart represents Bonds & Debentures of the Fund.
Top Ten Holdings
U.S. Treasury Note, 3.625%, 10/31/2030 9.0%
U.S. Treasury Note, 3.625%, 8/31/2030 5.3%
U.S. Treasury Note, 3.875%, 7/31/2030 4.2%
U.S. Treasury Note, 3.500%, 11/30/2030 2.4%
U.S. Treasury Note, 3.625%, 9/30/2030 2.1%
Fannie Mae Pool, 1.000%, 3/1/2037 0.8%
Freddie Mac Pool, 1.500%, 3/1/2041 0.8%
Freddie Mac Pool, 1.500%, 5/1/2041 0.7%
Federal Home Loan Mortgage Corp., Series K096, Class A2, 2.519%, 7/25/2029 0.7%
Fannie Mae Pool, 1.500%, 11/1/2041 0.7%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
Material Fund Changes
There were no material fund changes to the Fund during the reporting period.
Changes in and Disagreements with Accountants
There were no changes in or disagreements with the Fund's accountants during the reporting period.
Availability of Additional Information
You can find additional information about the Fund such as the prospectus, financial information, fund holdings and proxy voting information at https://fpa.com/funds/overview/flexible-fixed-income. You can also request this information by contacting us at (800) 638-3060.
Householding
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports and other communication to shareholders with the same residential address, provided they have the same last name, or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send recipients only one copy of these materials for as long as they remain a shareholder of the Fund. If you would like to receive individual mailings, please call (800) 638-3060 and we will begin sending you separate copies of these materials within 30 days after receiving your request.
FPA Flexible Fixed Income Fund - Advisor Class
FPA Flexible Fixed Income Fund
Investor Class/FFIRX
TSR Fund Logo - Cover
ANNUAL SHAREHOLDER REPORT | December 31, 2025
This annual shareholder report contains important information about the FPA Flexible Fixed Income Fund (“Fund”) for the period July 1, 2025 to December 31, 2025. You can find additional information about the Fund at https://fpa.com/funds/overview/flexible-fixed-income. You can also request this information by contacting us at (800) 638-3060.
Fund Expenses
(Based on a hypothetical $10,000 investment)
Fund (Class) Costs of a $10,000 investment Costs paid as a percentage
of a $10,000 investment
FPA Flexible Fixed Income Fund
(Investor Class/FFIRX)1
$33 0.65%2
1
The Investor Class commenced operations on July 1, 2025. If the Investor Class had been operational for the entire annual period of January 1, 2025 to December 31, 2025, expenses would have been higher.
2
Annualized.
Management’s Discussion of Fund Performance
How did the Fund perform over the reporting period?
For the period ending December 31, 2025, the FPA Flexible Fixed Income Fund’s Investor Class (“Fund”) net return was 3.03%, which includes reinvestment of all distributions.
What affected the Fund’s performance?
During the 12 months ending December 31, 2025, Treasury yields decreased between 7-77 basis points for maturities less than 30 years. Spreads on investment grade and high yield rated debt decreased. Due to low spreads, we largely focused on buying longer-duration, High Quality bonds (rated single-A or higher) which we believe will enhance both the Fund’s long-term returns and short-term upside-versus-downside return profile. Over the past 12 months, the Fund’s duration has ranged from 3.3 years to 3.5 years. We seek to opportunistically invest in Credit when we believe prices adequately compensate for the risk of permanent impairment of capital and near-term mark-to-market risk. The Fund’s exposure to investments rated BBB or lower decreased as decreasing spreads in that part of the market generally made these investments unattractive.
Fund performance can be attributed to the following:[1]
The largest contributors to performance during the 12 months ending December 31, 2025:
• Agency-guaranteed residential mortgage pools driven by price increase due to lower benchmark yields and spreads; interest income; and amortization of principal
• U.S. Treasuries due to interest income and price increase due to lower benchmark yields
• Agency-guaranteed commercial mortgage-backed securities driven by price increase due to lower benchmark yields and spreads; and interest income
Although certain individual bonds detracted from performance during the year, there were no meaningful detractors at the sector level.
[1] This information is not a recommendation for a specific security or sector and these securities/sectors may not be in the Fund at the time you receive this report. The information provided does not reflect all positions purchased, sold or recommended by FPA during the quarter. The portfolio holdings as of the most recent quarter-endv may be obtained at https://fpa.com. Past performance is no guarantee, nor is it indicative, of future results.
Fund Performance
The following graph and chart compare the initial and subsequent account values at the end of each of the most recently completed 10 fiscal years of the Fund, or for the life of the Fund, if shorter. It assumes a $10,000 initial investment at the beginning of the first fiscal year in an appropriate, broad-based securities market index for the same period.
GROWTH OF $10,000
Fund Performance - Growth of 10K
ANNUAL TOTAL RETURN Since
Inception
FPA Flexible Fixed Income Fund (Investor Class/FFIRX)1 3.03%
Bloomberg U.S. Universal Bond Index 3.37%
CPI + 200 Basis Points 2.43%
1
The Investor Class commenced operations on July 1, 2025. If the Investor Class had been operational for the entire annual period of January 1, 2025 to December 31, 2025, expenses would have been higher.
Keep in mind that the Fund’s past performance is not a good predictor of how the Fund will perform in the future.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
Visit https://fpa.com/funds/performance/flexible-fixed-income for the most recent performance information.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $1,939,413,246
Total number of portfolio holdings 412
Total advisory fees paid (net) $6,764,534
Portfolio turnover rate as of the end of the reporting period 48%
Graphical Representation of Holdings
The tables below show the investment makeup of the Fund, representing percentage of the total net assets of the Fund. The Top Ten Holdings and Sector Allocation exclude short-term holdings, if any. The Top Ten Holdings table may not reflect the total exposure to an issuer. Interest rates presented in the Top Ten Holdings are as of the reporting period end.  The Sector Allocation chart represents Bonds & Debentures of the Fund.
Top Ten Holdings
U.S. Treasury Note, 3.625%, 10/31/2030 9.0%
U.S. Treasury Note, 3.625%, 8/31/2030 5.3%
U.S. Treasury Note, 3.875%, 7/31/2030 4.2%
U.S. Treasury Note, 3.500%, 11/30/2030 2.4%
U.S. Treasury Note, 3.625%, 9/30/2030 2.1%
Fannie Mae Pool, 1.000%, 3/1/2037 0.8%
Freddie Mac Pool, 1.500%, 3/1/2041 0.8%
Freddie Mac Pool, 1.500%, 5/1/2041 0.7%
Federal Home Loan Mortgage Corp., Series K096, Class A2, 2.519%, 7/25/2029 0.7%
Fannie Mae Pool, 1.500%, 11/1/2041 0.7%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
Material Fund Changes
There were no material fund changes to the Fund during the reporting period.
Changes in and Disagreements with Accountants
There were no changes in or disagreements with the Fund's accountants during the reporting period.
Availability of Additional Information
You can find additional information about the Fund such as the prospectus, financial information, fund holdings and proxy voting information at https://fpa.com/funds/overview/flexible-fixed-income. You can also request this information by contacting us at (800) 638-3060.
Householding
In order to reduce expenses, we will deliver a single copy of prospectuses, proxies, financial reports and other communication to shareholders with the same residential address, provided they have the same last name, or we reasonably believe them to be members of the same family. Unless we are notified otherwise, we will continue to send recipients only one copy of these materials for as long as they remain a shareholder of the Fund. If you would like to receive individual mailings, please call (800) 638-3060 and we will begin sending you separate copies of these materials within 30 days after receiving your request.
FPA Flexible Fixed Income Fund - Investor Class

 

 

 

(b) Not applicable.

 

Item 2. Code of Ethics.

 

The registrant has adopted a code of ethics that applies to the registrant's principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

 

The registrant undertakes to provide to any person without charge, upon request, a copy of its code of ethics by mail when they call the registrant at 1-800-982-4372.

 

Item 3. Audit Committee Financial Expert.

 

The Board of Trustees of the Registrant has determined that John Zader and Sandra Brown, who are members of the Registrant’s Audit Committee and Board of Trustees, are “audit committee financial experts” and are “independent” as those terms are defined in this Item.

 

Item 4. Principal Accountant Fees and Services.

 

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. "Audit services" refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. "Audit-related services" refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. "Tax services" refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no "other services" provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 

 

FPA Flexible Fixed Income Fund

FPA Crescent Fund

 

 

 

FYE 12/31/2025

 

 

FYE 12/31/2024

(a) Audit Fees $28,000 $27,000
(b) Audit-Related Fees N/A N/A
(c) Tax Fees $5,000 $5,000
(d) All Other Fees N/A N/A

 

(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.

   

 

(e)(2) The percentage of fees billed by Tait, Weller, & Weller LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 

FPA Flexible Fixed Income Fund

FPA Crescent Fund

 

 

FYE 12/31/2025

 

 

FYE 12/31/2024

Audit-Related Fees 0% 0%
Tax Fees 0% 0%
All Other Fees 0% 0%

 

(f) All of the principal accountant's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal accountant.

 

The following table indicates the non-audit fees billed or expected to be billed by the registrant's accountant for services to the registrant and to the registrant's investment advisor (and any other controlling entity, etc.—not sub-advisor) for the last two years. The audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment advisor is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant's independence.

 

 

FPA Flexible Fixed Income Fund

FPA Crescent Fund

 

 

FYE 12/31/2025

 

 

FYE 12/31/2024

(g) Registrant Non-Audit Related Fees N/A N/A
(h) Registrant’s Investment Advisor N/A N/A

 

(i) Not applicable.
(j) Not applicable.

 

Item 5. Audit Committee of Listed Registrants.

 

(a) Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

 

(b) 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 Crescent Fund

(Institutional Class: FPACX)

(Investor Class: FPFRX)

(Supra Institutional Class: FPCSX)

 

ANNUAL FINANCIALS AND OTHER INFORMATION

DECEMBER 31, 2025

   

 

FPA Crescent Fund

A series of Investment Managers Series Trust III

 

Table of Contents

 

Please note the Financials and Other Information only contains Items 7-11 required in Form N-CSR. All other required items will be filed with the SEC.

 

Item 7. Financial Statements and Financial Highlights  
Schedule of Investments 1
Statement of Assets and Liabilities 10
Statement of Operations 11
Statements of Changes in Net Assets 12
Financial Highlights 13
Notes to Financial Statements 16
Report of Independent Registered Public Accounting Firm 33

 

This report and the financial statements contained herein are provided for the general information of the shareholders of the FPA Crescent 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.

 

https://fpa.com

   

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES — 3.7%        
        CONVERTIBLE BONDS — 2.1%        
        Delivery Hero AG        
$ 86,200,000     1.000%, 1/23/2027   $ 98,340,331  
  1,600,000     1.500%, 1/15/2028     1,756,258  
  126,000,000     3.250%, 2/21/2030     143,908,615  
        Wayfair, Inc.        
  4,278,000     1.000%, 8/15/2026     4,258,749  
        TOTAL CONVERTIBLE BONDS        
        (Cost $227,903,055)     248,263,953  
        CORPORATE BANK DEBT — 0.4%        
        Cornerstone OnDemand, Inc.        
  2,487,023     7.683% (1-Month Term SOFR+375 basis points), 10/16/2028(a),(b),(c)     2,275,626  
        Lealand Finance Company B.V. Senior Exit LC        
  21,844,968     3.500%, 6/30/2027(a),(b),(c),(d),(e),(f),(g)     (5,461,242 )
        Lealand Reficar LC Term Loan        
  602,758     11.433% (3-Month Term SOFR+750 basis points), 6/30/2027(a),(b),(c),(d),(e),(f),(h)     530,427  
        McDermott LC        
  26,500,921     8.552% (3-Month Term SOFR+426.16 basis points), 6/30/2027(a),(b),(c),(d),(e),(f)     19,875,691  
        McDermott Technology Americas, Inc.        
  1,074,221     6.831% (1-Month Term SOFR+300 basis points), 6/30/2027(a),(b),(c),(d),(f)     880,861  
  40,595,493     7.831% (1-Month Term SOFR+400 basis points), 12/31/2027(a),(b),(c),(d),(f),(h)     31,258,530  
        Vision Solutions, Inc.        
  2,486,598     8.102% (3-Month Term SOFR+400 basis points), 4/24/2028(a),(b),(c)     2,296,995  
        TOTAL CORPORATE BANK DEBT        
        (Cost $74,153,380)     51,656,888  
        CORPORATE BONDS — 1.2%        
        COMMUNICATIONS — 0.9%        
        EchoStar Corp.        
  33,209,948     3.875%, 11/30/2030     110,921,226  
        FINANCIALS — 0.3%        
        Charles Schwab Corp.        
  18,976,000     4.000% (USD 5 Year Tsy+316.8 basis points)(c),(i)     18,811,858  
  2,588,000     5.000% (3-Month USD Libor+257.5 basis points)(c),(i)     2,532,254  
        Vornado Realty LP        
  8,623,000     2.150%, 6/1/2026     8,515,989  
              29,860,101  
        TOTAL CORPORATE BONDS        
        (Cost $57,092,266)     140,781,327  
        TOTAL BONDS & DEBENTURES        
        (Cost $359,148,701)     440,702,168  

 1 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Number
of Shares
        Value  
        CLOSED-END FUNDS — 0.0%        
  4,756,180     Altegrity, Inc.(b),(f)   $ 5,469,607  
        TOTAL CLOSED-END FUNDS        
        (Cost $0)     5,469,607  
        COMMON STOCKS — 60.4%        
        AEROSPACE & DEFENSE — 1.6%        
  544,912     Safran S.A.     189,806,381  
        APPAREL & TEXTILE PRODUCTS — 0.8%        
  446,942     Cie Financiere Richemont S.A. - Class A     96,383,513  
        ASSET MANAGEMENT — 1.0%        
  344,126     LPL Financial Holdings, Inc.     122,911,483  
  457,176     Pershing Square Tontine Holdings Ltd.(b),(f)      
              122,911,483  
        BANKING — 2.7%        
  2,192,317     Citigroup, Inc.     255,821,471  
  703,204     Wells Fargo & Co.     65,538,613  
              321,360,084  
        BEVERAGES — 4.4%        
  3,088,974     Heineken Holding N.V.     226,200,821  
  5,885,188     JDE Peet's N.V.     220,098,700  
  926,151     Pernod Ricard S.A.     79,304,713  
              525,604,234  
        BIOTECH & PHARMA — 0.6%        
  465,134     Merck KGaA     66,386,905  
                 
        CABLE & SATELLITE — 2.3%        
  325,576     Charter Communications, Inc. - Class A*     67,963,990  
  3,996,138     Comcast Corp. - Class A     119,444,565  
  1,890,532     Liberty Broadband Corp. - Class C*     91,879,855  
              279,288,410  
        CHEMICALS — 4.6%        
  16,929,662     Azelis Group N.V.(d)     184,966,854  
  640,089     IMCD N.V.     58,097,348  
  3,163,067     International Flavors & Fragrances, Inc.     213,159,085  
  12,787,300     Nippon Paint Holdings Co., Ltd.     85,620,378  
              541,843,665  
        COMMERCIAL SUPPORT SERVICES — 1.2%        
  1,637,209     Eurofins Scientific S.E.     119,729,254  
  562,744     Sodexo S.A.     28,833,405  
              148,562,659  
        CONSTRUCTION MATERIALS — 1.8%        
  2,429,341     Amrize Ltd.*     131,378,761  

 2 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Number
of Shares
        Value  
        COMMON STOCKS (Continued)        
        CONSTRUCTION MATERIALS (Continued)        
  826,751     Holcim AG*   $ 80,484,487  
              211,863,248  
        E-COMMERCE DISCRETIONARY — 1.7%        
  875,695     Amazon.com, Inc.*     202,127,920  
        ELECTRIC UTILITIES — 0.1%        
  720,710     PG&E Corp.     11,581,810  
        ELECTRICAL EQUIPMENT — 2.6%        
  438,300     Hirose Electric Co., Ltd.     48,504,257  
  1,148,440     TE Connectivity Ltd.     261,281,585  
              309,785,842  
        ENGINEERING & CONSTRUCTION — 1.3%        
  2,851,885     McDermott International, Ltd.*,(b),(d),(f)     42,778,275  
  675,846     Samsung C&T Corp.     112,253,445  
              155,031,720  
        ENTERTAINMENT CONTENT — 0.1%        
  33,130     Epic Games, Inc.(b),(f)     12,981,991  
        FOOD — 1.1%        
  1,049,585     Magnum Ice Cream Co. N.V.*     16,635,922  
  365,104     Magnum Ice Cream Co. N.V.*     5,794,716  
  3,692,119     Magnum Ice Cream Co. N.V.*     59,080,846  
  651,117     Orion Corp.     47,710,799  
              129,222,283  
        HEALTH CARE FACILITIES & SVCS — 0.9%        
  580,243     ICON PLC*     105,731,879  
        HOME CONSTRUCTION — 0.9%        
  2,196,279     Fortune Brands Innovations, Inc.     109,857,876  
        HOUSEHOLD PRODUCTS — 0.1%        
  1,007,600     Rohto Pharmaceutical Co., Ltd.     16,890,772  
  83,300     Shiseido Co. Ltd.     1,212,258  
              18,103,030  
        INSTITUTIONAL FINANCIAL SVCS — 1.2%        
  2,277,248     Jefferies Financial Group, Inc.     141,121,059  
        INSURANCE — 1.4%        
  477,746     Aon PLC - Class A     168,587,008  
        INTERNET MEDIA & SERVICES — 10.2%        
  1,390,001     Alphabet, Inc. - Class A     435,070,313  
  769,465     Alphabet, Inc. - Class C     241,458,117  
  457,981     Meta Platforms, Inc. - Class A     302,308,678  
  2,882,508     Prosus N.V.*     178,485,817  

 3 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Number
of Shares
        Value  
        COMMON STOCKS (Continued)        
        INTERNET MEDIA & SERVICES (Continued)        
  602,717     Uber Technologies, Inc.*   $ 49,248,006  
              1,206,570,931  
        LEISURE FACILITIES & SERVICES — 1.4%        
  244,440     Marriott International, Inc. - Class A     75,835,066  
  672,835     Vail Resorts, Inc.     89,352,488  
              165,187,554  
        MACHINERY — 0.3%        
  919,020     Hoshizaki Corp.     30,611,664  
        MEDICAL EQUIPMENT & DEVICES — 3.4%        
  2,490,982     Avantor, Inc.*     28,546,654  
  1,180,043     Becton, Dickinson and Co.     229,010,945  
  243,903     Bio-Rad Laboratories, Inc.*     73,900,170  
  134,470     Thermo Fisher Scientific, Inc.     77,918,641  
              409,376,410  
        METALS & MINING — 1.7%        
  26,947,501     Glencore PLC*     147,305,014  
  5,233,690     Grupo Mexico S.A.B. de C.V.     49,417,427  
              196,722,441  
        OIL & GAS PRODUCERS — 0.8%        
  111,713     Gulfport Energy Corp.*     23,235,187  
  2,488,164     Kinder Morgan, Inc.     68,399,628  
              91,634,815  
        OIL & GAS SERVICES & EQUIP — 0.7%        
  5,037,287     NOV, Inc.     78,732,796  
        REAL ESTATE OWNERS & DEVELOPERS — 0.1%        
  2,098,628     Swire Pacific Ltd. - Class A     16,917,783  
        REIT — 0.9%        
  5,119,454     Douglas Emmett, Inc.     56,262,800  
  1,448,615     Vornado Realty Trust     48,209,907  
              104,472,707  
        RETAIL - DISCRETIONARY — 1.7%        
  1,836,295     CarMax, Inc.*     70,954,439  
  576,928     Ferguson Enterprises, Inc.     128,441,480  
              199,395,919  
        SEMICONDUCTORS — 3.9%        
  1,260,676     Analog Devices, Inc.     341,895,331  
  51,455     Broadcom, Inc.     17,808,575  
  482,460     NXP Semiconductors N.V.     104,722,768  
              464,426,674  

 4 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Number
of Shares
        Value  
        COMMON STOCKS (Continued)        
        TECHNOLOGY HARDWARE — 1.5%        
  382,985     Dell Technologies, Inc. - Class C   $ 48,210,152  
  1,660,761     NCR Atleos Corp.*     63,291,601  
  3,636,184     NCR Voyix Corp.*     37,089,077  
  455,180     Nintendo Co., Ltd.     30,731,281  
              179,322,111  
        TECHNOLOGY SERVICES — 0.7%        
  1,442,197     LG Corp.     80,802,712  
                 
        TELECOMMUNICATIONS — 0.2%        
  170,053     EchoStar Corp. - Class A*     18,484,761  
                 
        TRANSPORTATION EQUIPMENT — 0.5%        
  281,311     Westinghouse Air Brake Technologies Corp.     60,045,833  
        TOTAL COMMON STOCKS        
        (Cost $4,193,259,746)     7,170,848,111  
        LIMITED PARTNERSHIPS — 1.8%        
  150,000     Footpath Ventures SPV IV LP(b),(f)     23,758,344  
  2,073,734     FPS Holdco LLC(b),(d),(f)     154,474,796  
  107,799     FPS Shelby Holdco I LLC(b),(d),(f)     10,276,468  
  22,500,000     Jett Texas LLC(b),(j)     23,960,250  
  1,146,250     Sound Holding FP(b),(d),(f)      
  120,000     U.S. Farming Realty Trust II LP(b),(d),(f)     479,299  
        TOTAL LIMITED PARTNERSHIPS        
        (Cost $98,805,380)     212,949,157  
        WARRANTS — 0.0%        
  414,327     Electriq Power Holdings, Inc., Expiration Date: July 31, 2028*,(f)      
  316,054     MariaDB PLC, Expiration Date: December 16, 2027*,(f)      
  77,074     Ross Acquisition Corp. II, Expiration Date: February 12, 2026*,(f)      
        TOTAL WARRANTS        
        (Cost $230,012)      
        SHORT-TERM INVESTMENTS — 33.9%        
        MONEY MARKET INVESTMENTS — 0.2%        
  28,535,016     Morgan Stanley Institutional Liquidity Treasury Portfolio - Institutional Class, 3.64%(k)     28,535,016  

 

Principal
Amount
           
        COMMERCIAL PAPER — 18.7%        
$ 70,350,000     Chevron Corp., 3.67%, 6/2/2026     69,259,888  
  150,000,000     Cisco Systems, Inc., 3.86%, 3/20/2026     148,745,500  
        Exxon Mobil Corp.        
  85,000,000     3.63%, 1/5/2026     84,965,717  
  160,000,000     3.62%, 1/6/2026     159,919,555  
  108,000,000     3.80%, 1/21/2026     107,772,000  

 5 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        COMMERCIAL PAPER (Continued)        
$ 123,000,000     3.72%, 1/23/2026   $ 122,720,380  
  79,000,000     3.68%, 2/2/2026     78,740,516  
  100,000,000     3.84%, 2/4/2026     99,637,333  
  131,000,000     3.75%, 2/5/2026     130,522,396  
  115,000,000     3.84%, 2/6/2026     114,558,400  
  91,000,000     3.62%, 2/13/2026     90,605,929  
        Johnson & Johnson Co.        
  35,000,000     3.87%, 1/5/2026     34,984,950  
  139,000,000     3.81%, 1/15/2026     138,794,048  
  51,000,000     3.85%, 1/16/2026     50,918,187  
  132,000,000     3.80%, 2/3/2026     131,540,200  
  80,000,000     Nestle Capital, 4.23%, 1/7/2026     79,951,733  
  77,000,000     Nestle Finance International Ltd., 3.62%, 1/9/2026     76,927,620  
        Pepsico, Inc.        
  124,000,000     3.84%, 1/22/2026     123,722,240  
  100,000,000     3.71%, 2/11/2026     99,577,472  
  95,000,000     3.63%, 3/9/2026     94,358,196  
  10,000,000     TotalEnergies Capital S.A., 4.00%, 2/9/2026     9,956,667  
        Walmart Stores, Inc.        
  72,000,000     3.64%, 1/21/2026     71,854,400  
  100,000,000     3.64%, 1/22/2026     99,787,667  
              2,219,820,994  
        TREASURY BILLS — 15.0%        
        U.S. Treasury Bill        
  61,000,000     3.87%, 1/6/2026(l)     60,967,700  
  32,000,000     3.66%, 1/8/2026(l)     31,976,639  
  51,000,000     3.84%, 1/13/2026(l)     50,935,772  
  86,000,000     3.88%, 1/20/2026(l)     85,826,728  
  74,000,000     3.82%, 1/27/2026(l)     73,799,153  
  89,000,000     3.52%, 1/29/2026(l)     88,739,717  
  131,000,000     3.76%, 2/5/2026(l)     130,529,639  
  93,000,000     3.82%, 2/10/2026(l)     92,612,583  
  100,000,000     3.80%, 2/12/2026(l)     99,564,250  
  139,000,000     3.82%, 2/17/2026(l)     138,319,298  
  129,000,000     3.83%, 2/19/2026(l)     128,339,824  
  99,000,000     3.79%, 2/24/2026(l)     98,448,322  
  112,000,000     3.77%, 2/26/2026(l)     111,355,378  
  140,000,000     3.72%, 3/3/2026(l)     139,175,134  
  100,000,000     3.75%, 3/5/2026(l)     99,392,070  
  101,000,000     3.68%, 3/10/2026(l)     100,350,954  
  101,000,000     3.59%, 3/12/2026(l)     100,318,533  
  78,000,000     3.60%, 3/17/2026(l)     77,443,485  

 6 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        TREASURY BILLS (Continued)        
$ 76,000,000     3.57%, 3/19/2026(l)   $ 75,436,848  
              1,783,532,027  
        TOTAL SHORT-TERM INVESTMENTS        
        (Cost $4,031,742,817)     4,031,888,037  
                 
        TOTAL INVESTMENTS — 99.8%        
        (Cost $8,683,186,656)     11,861,857,080  
        Other Assets in Excess of Liabilities — 0.2%     20,058,405  
        TOTAL NET ASSETS — 100.0%   $ 11,881,915,485  

 

Number
of Shares
           
        SECURITIES SOLD SHORT — (0.2)%        
        EXCHANGE-TRADED FUNDS — (0.2)%        
  (12,968 )   Vanguard Growth ETF     (6,326,568 )
  (28,642 )   Vanguard S&P 500 Growth ETF     (12,733,947 )
        TOTAL EXCHANGE-TRADED FUNDS        
        (Proceeds $19,264,975)     (19,060,515 )
                 
        TOTAL SECURITIES SOLD SHORT        
        (Proceeds $19,264,975)   $ (19,060,515 )

 

ETF – Exchange-Traded Fund

LLC – Limited Liability Company

LP – Limited Partnership

PLC – Public Limited Company

REIT – Real Estate Investment Trust

 

* Non-income producing security.
(a) 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.
(b) Restricted securities. These restricted securities, most of which are considered liquid by the Adviser, 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. The total value of these securities is $325,835,918, which represents 2.74% of Total Net Assets.
(c) Variable or floating rate security.
(d) Affiliated company.
 7 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

(e) As of December 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 10 of the Notes to Financial Statements for further information on these commitments and contingencies.
(f) The value of these securities was determined using significant unobservable inputs. These are reported as Level 3 securities in the Fair Value Hierarchy.
(g) All or a portion of the loan is unfunded.
(h) Payment-in-kind interest is generally paid by issuing additional par/shares of the security rather than paying cash.
(i) Perpetual security. Maturity date is not applicable.
(j) Investment valued using net asset value per share (or its equivalent) as a practical expedient.
(k) The rate is the annualized seven-day yield at period end.
(l) Treasury bill discount rate.

 

See accompanying Notes to Financial Statements.

 8 

 

FPA Crescent Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Total Return Swaps

 

Receive   Pay   Payment
Frequency
  Counterparty   Expiration
Date
  Notional Amount     Value     Upfront Premiums
Paid(Received)
    Unrealized
Appreciation
(Depreciation)
 
Green Thumb Industries, Inc.   OBFR + 1.500%   Annual   Nomura Securities International, Inc.   8/17/2026   $ 17,447,488     $ (781,827 )         $ (781,827 )
                            $ (781,827 )         $ (781,827 )
 9 

 

FPA Crescent Fund

STATEMENT OF ASSETS AND LIABILITIES

As of December 31, 2025

 

 

Assets:      
Investments, at value (cost $8,306,525,337)   $ 11,421,797,121  
Investments in affiliates, at value (cost $376,661,319)     440,059,959  
Cash     30,825  
Deposits held at broker     29,892,705  
Receivables:        
Investment securities sold     10,432,534  
Fund shares sold     12,002,276  
Dividends and interest     9,839,357  
Reclaims receivable     9,421,834  
Prepaid expenses     48,065  
Total assets     11,933,524,676  
         
Liabilities:        
Securities sold short, at value (proceeds $19,264,975)     19,060,515  
Payables:        
Investment securities purchased     11,712,103  
Fund shares redeemed     4,128,815  
Unrealized depreciation on open swap contracts     781,827  
Advisory fees     8,984,888  
Shareholder servicing fees (Note 8)     1,021,016  
Fund services fees     340,003  
Administrative service fees (Note 3)     489,754  
Redemption liquidity service     4,878,971  
Shareholder reporting fees     70,675  
Trustees' deferred compensation (Note 3)     49,136  
Auditing fees     17,000  
Trustees' fees and expenses     12,698  
Legal fees     4,254  
Chief Compliance Officer fees     2,804  
Accrued other expenses     54,732  
Total liabilities     51,609,191  
Commitments and contingencies (Note 10)        
Net Assets   $ 11,881,915,485  
         
Components of Net Assets:        
Capital Stock (no par value with an unlimited number of shares authorized)   $ 8,823,525,708  
Total distributable earnings (accumulated deficit)     3,058,389,777  
Net Assets   $ 11,881,915,485  
         
Maximum Offering Price per Share:        
Investor Class Shares:        
Net assets applicable to shares outstanding   $ 27,936,916  
Shares of beneficial interest issued and outstanding     648,317  
Redemption price per share   $ 43.09  
         
Institutional Class Shares:        
Net assets applicable to shares outstanding   $ 7,558,759,683  
Shares of beneficial interest issued and outstanding     175,396,522  
Redemption price per share   $ 43.10  
         
Supra Institutional Class Shares:        
Net assets applicable to shares outstanding   $ 4,295,218,886  
Shares of beneficial interest issued and outstanding     99,531,529  
Redemption price per share   $ 43.15  

 

See accompanying Notes to Financial Statements.

 10 

 

FPA Crescent Fund

STATEMENT OF OPERATIONS

For the Year Ended December 31, 2025

 

 

Investment income:      
Interest (net of foreign withholding taxes of $146,094)   $ 194,545,081  
Dividends (net of foreign withholding taxes of $5,086,693)     104,166,400  
Dividends from affiliated issuers     33,264,754  
Interest from affiliated issuers     7,040,066  
Total investment income     339,016,301  
         
Expenses:        
Advisory fees     103,595,446  
Shareholder servicing fees - Investor Class (Note 8)     44,660  
Shareholder servicing fees - Institutional Class (Note 8)     4,471,639  
Shareholder servicing fees - Supra Institutional Class (Note 8)     3,119,222  
Fund services fees     1,622,361  
Administrative service fees - Investor Class (Note 3)     12,546  
Administrative service fees - Institutional Class (Note 3)     5,023,429  
Administrative service fees - Supra Institutional Class (Note 3)     394,504  
Redemption liquidity service     337,954  
Registration fees     227,327  
Shareholder reporting fees     225,955  
Trustees' fees and expenses     192,411  
Dividends on securities sold short     172,598  
Legal fees     95,033  
Insurance fees     64,745  
Miscellaneous     34,527  
Chief Compliance Officer fees     21,342  
Auditing fees     19,659  
Interest expense     17,727  
Total expenses     119,693,085  
Advisory fees waived and shareholder servicing fees reimbursed (Note 3 and 8)     (4,551,313 )
Net expenses     115,141,772  
Net investment income (loss)     223,874,529  
         
Realized and Unrealized Gain (Loss):        
Net realized gain (loss) on:        
Investments     663,620,699  
Investments in affiliated issuers     80,949,534  
In-kind redemptions     500,904,170  
Securities sold short     (1,522,926 )
Swap contracts     (15,218,378 )
Foreign currency transactions     85,735  
Total realized gain (loss)     1,228,818,834  
Net change in unrealized appreciation (depreciation) on:        
Investments     340,986,140  
Investments in affiliated issuers     14,551,156  
Securities sold short     18,309  
Swap contracts     13,760,053  
Foreign currency translations     1,083,848  
Net change in unrealized appreciation (depreciation)     370,399,506  
Net realized and unrealized gain (loss)     1,599,218,340  
         
Net Increase (Decrease) in Net Assets from Operations   $ 1,823,092,869  

 

See accompanying Notes to Financial Statements.

 11 

 

FPA Crescent Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    For the     For the  
    Year Ended     Year Ended  
    December 31, 2025     December 31, 2024  
Increase (Decrease) in Net Assets from:                
Operations:                
Net investment income (loss)   $ 223,874,529     $ 237,658,006  
Total realized gain (loss) on investments, Investments in affiliated issuers - realized, securities sold short, Swap contracts - realized and foreign currency transactions     1,228,818,834       696,085,008  
Net change in unrealized appreciation (depreciation) on investments, Investments in affiliated issuers - unrealized, securities sold short, Swap contracts - unrealized and foreign currency translations     370,399,506       408,330,369  
Net increase (decrease) in net assets resulting from operations     1,823,092,869       1,342,073,383  
                 
Distributions to Shareholders:                
Distributions:                
Investor Class     (2,382,760 )     (362,286 )1 
Institutional Class     (681,547,405 )     (613,259,813 )
Supra Institutional Class     (387,112,291 )     (317,440,683 )
Total distributions to shareholders     (1,071,042,456 )     (931,062,782 )
                 
Capital Transactions:                
Net proceeds from shares sold:                
Investor Class     25,936,607       7,231,016 1 
Institutional Class     837,884,203       720,419,100  
Supra Institutional Class     1,210,206,676       1,099,107,496  
Reinvestment of distributions:                
Investor Class     2,382,760       362,286 1 
Institutional Class     562,908,557       510,800,548  
Supra Institutional Class     322,178,238       285,821,922  
Cost of shares redeemed:                
Investor Class     (7,266,796 )     (1,080,782 )1 
Institutional Class     (1,221,070,001 )     (1,633,167,326 )
Supra Institutional Class     (1,097,102,878 )     (609,534,340 )
Net increase (decrease) in net assets from capital transactions     636,057,366       379,959,920  
                 
Total increase (decrease) in net assets     1,388,107,779       790,970,521  
                 
Net Assets:                
Beginning of period     10,493,807,706       9,702,837,185  
End of period   $ 11,881,915,485     $ 10,493,807,706  
                 
Capital Share Transactions:                
Shares sold:                
Investor Class     609,414       169,840 1 
Institutional Class     19,543,040       17,713,291  
Supra Institutional Class     27,885,011       27,222,535  
Shares reinvested:                
Investor Class     55,512       9,075 1 
Institutional Class     13,113,465       12,722,319  
Supra Institutional Class     7,496,674       7,112,264  
Shares redeemed:                
Investor Class     (169,833 )     (25,691 )1 
Institutional Class     (28,806,343 )     (40,319,922 )
Supra Institutional Class     (25,067,133 )     (14,805,338 )
Net increase (decrease) in capital share transactions     14,659,807       9,798,373  

 

1 The Investor Class commenced operations on April 30, 2024. The data shown reflects operations for the period April 30, 2024 to December 31, 2024.

 

See accompanying Notes to Financial Statements.

 12 

 

FPA Crescent Fund

FINANCIAL HIGHLIGHTS

Investor Class

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

    For the     For the  
    Year Ended     Period Ended  
    December 31,     December 31,  
    2025     20241  
Net asset value, beginning of period   $ 40.19     $ 40.13  
Income from Investment Operations:                
Net investment income (loss)2     0.82       0.71  
Net realized and unrealized gain     6.17       3.11  
Total from investment operations     6.99       3.82  
                 
Less Distributions:                
From net investment income     (1.11 )     (1.27 )
From net realized gain     (2.98 )     (2.49 )
Total distributions     (4.09 )     (3.76 )
Net asset value, end of period   $ 43.09     $ 40.19  
                 
Total return3     17.52 %     9.71 %4 
                 
Ratios and Supplemental Data:                
Net assets, end of period (in thousands)   $ 27,937     $ 6,159  
                 
Ratio of expenses to average net assets:                
Before fees waived and expenses absorbed     1.28 %5      1.28 %5,6 
After fees waived and expenses absorbed     1.15 %5      1.16 %5,6 
Ratio of net investment income (loss) to average net assets:                
Before fees waived and expenses absorbed     1.76 %     2.38 %6 
After fees waived and expenses absorbed     1.89 %     2.50 %6 
                 
Portfolio turnover rate     23 %     10 %6 

 

1 The Investor Class commenced operations on April 30, 2024. The data shown reflects operations for the period April 30, 2024 to December 31, 2024.
2 Based on average shares outstanding for the period.
3 Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.
4 Not annualized.
5 Includes short sale dividend, tax, and interest expenses that rounds to less than 0.01% of average net assets.
6 Annualized.

 

See accompanying Notes to Financial Statements.

 13 

 

FPA Crescent Fund

FINANCIAL HIGHLIGHTS

Institutional Class

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

   

For the

Year Ended

December 31,

 
    2025     2024     2023     20221     20211  
Net asset value, beginning of period   $ 40.20     $ 38.63     $ 33.34     $ 37.01     $ 35.97  
Income from Investment Operations:                                        
Net investment income (loss)2     0.85       0.94       0.70       0.17       - 3 
Net realized and unrealized gain (loss)     6.19       4.37       6.03       (3.58 )     5.34  
Total from investment operations     7.04       5.31       6.73       (3.41 )     5.34  
                                         
Less Distributions:                              
From net investment income     (1.16 )     (1.25 )     (0.05 )     (0.02 )     (0.29 )
From net realized gain     (2.98 )     (2.49 )     (1.39 )     (0.24 )     (4.01 )
Total distributions     (4.14 )     (3.74 )     (1.44 )     (0.26 )     (4.30 )
                                         
Redemption fee proceeds     -       - 3      - 3      - 3      - 3 
Net asset value, end of period   $ 43.10     $ 40.20     $ 38.63     $ 33.34     $ 37.01  
                                         
Total return4     17.65 %     13.96 %     20.27 %     (9.20 )%     15.17 %
                                         
Ratios and Supplemental Data:                                        
Net assets, end of period (in thousands)   $ 7,558,760     $ 6,896,876     $ 7,009,178     $ 6,301,530     $ 8,394,402  
                                         
Ratio of expenses to average net assets:                                        
Before fees waived and expenses absorbed     1.09 %5      1.07 %5      1.08 %     1.09 %6      1.17 %7 
After fees waived and expenses absorbed     1.05 %5      1.06 %5      1.05 %     1.06 %6      1.14 %7 
Ratio of net investment income (loss) to average net assets:                                        
Before fees waived and expenses absorbed     1.95 %     2.26 %     1.89 %     0.46 %     (0.03 )%
After fees waived and expenses absorbed     1.99 %     2.27 %     1.92 %     0.50 %     0.01 %
Portfolio turnover rate     23 %     10 %     14 %     20 %     20 %

 

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 Amount represents less than $0.01 per share.
4 Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.
5 Includes short sale dividend, tax, and interest expenses that rounds to less than 0.01% of average net assets.
6 For the year ended December 31, 2022, the expense ratio includes short sale dividend expense that rounds to less than 0.01% of average net assets.
7 For the year ended December 31, 2021, the expense ratio includes short sale dividend expense equal to 0.09% of average net assets.

 

See accompanying Notes to Financial Statements.

 14 

 

FPA Crescent Fund

FINANCIAL HIGHLIGHTS

Supra Institutional Class 

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

   

For the

Year Ended

December 31,

 
    2025     2024     2023     20221     20211  
Net asset value, beginning of period   $ 40.25     $ 38.65     $ 33.35     $ 37.01     $ 35.98  
Income from Investment Operations:                                        
Net investment income (loss)2     0.88       0.96       0.72       0.22       0.02  
Net realized and unrealized gain (loss)     6.18       4.39       6.03       (3.61 )     5.33  
Total from investment operations     7.06       5.35       6.75       (3.39 )     5.35  
                                         
Less Distributions:                                        
From net investment income     (1.18 )     (1.26 )     (0.06 )     (0.03 )     (0.31 )
From net realized gain     (2.98 )     (2.49 )     (1.39 )     (0.24 )     (4.01 )
Total distributions     (4.16 )     (3.75 )     (1.45 )     (0.27 )     (4.32 )
                                         
Redemption fee proceeds     -       - 3      - 3      - 3      - 3 
Net asset value, end of period   $ 43.15     $ 40.25     $ 38.65     $ 33.35     $ 37.01  
                                         
Total return4     17.68 %     14.06 %     20.33 %     (9.14 )%     15.24 %
                                         
Ratios and Supplemental Data:                                        
Net assets, end of period (in thousands)   $ 4,295,219     $ 3,590,773     $ 2,693,659     $ 2,258,987     $ 1,890,554  
                                         
Ratio of expenses to average net assets:                                        
Before fees waived and expenses absorbed     1.05 %5      1.03 %5      1.02 %     1.03 %6      1.12 %7 
After fees waived and expenses absorbed     0.99 %5      1.00 %5      0.99 %     1.00 %6      1.09 %7 
Ratio of net investment income (loss) to average net assets:                                        
Before fees waived and expenses absorbed     1.99 %     2.33 %     1.95 %     0.61 %     0.02 %
After fees waived and expenses absorbed     2.05 %     2.36 %     1.98 %     0.64 %     0.06 %
Portfolio turnover rate     23 %     10 %     14 %     20 %     20 %

 

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 Amount represents less than $0.01 per share.
4 Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.
5 Includes short sale dividend, tax, and interest expenses that rounds to less than 0.01% of average net assets.
6 For the year ended December 31, 2022, the expense ratio includes short sale dividend expense that rounds to less than 0.01% of average net assets.
7 For the year ended December 31, 2021, the expense ratio includes short sale dividend expense equal to 0.10% of average net assets.

 

See accompanying Notes to Financial Statements.

 15 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS

December 31, 2025

 

 

Note 1 – Organization

FPA Crescent Fund (the “Fund”), is a diversified series of Investment Managers Series Trust III (the “Trust”) which is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s investment objective is to seek to generate equity-like returns over the long-term, take less risk than the market and avoid permanent impairment of capital. First Pacific Advisors, LP (the "Adviser"), has served as the Fund's investment adviser since March 1, 1996.

 

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 management of the Fund’s 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 Directors 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.

 

(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.

 16 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

(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.

 

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) Asset-Backed Securities

Asset-backed securities include pools of mortgages, loans, receivables or other assets. Payment of principal and interest may be largely dependent upon the cash flows generated by the assets backing the securities, and, in certain cases, supported by letters of credit, surety bonds, or other credit enhancements. The value of asset-backed securities may also be affected by the creditworthiness of the servicing agent for the pool, the originator of the loans or receivables, or the financial institution(s) providing the credit support. In addition, asset-backed securities are not backed by any governmental agency.

 17 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Collateralized Debt Obligations (“CDOs”) include Collateralized Bond Obligations (“CBOs”), Collateralized Loan Obligations (“CLOs”) and other similarly structured securities. CBOs and CLOs are types of asset backed securities. A CBO is a trust which is backed by a diversified pool of high risk, below investment grade fixed income securities. A CLO is a trust typically collateralized by a pool of loans, which may include, among others, domestic and foreign senior secured loans, senior unsecured loans, and subordinate corporate loans, including loans that may be rated below investment grade or equivalent unrated loans. The risks of an investment in a CDO depend largely on the type of the collateral securities and the class of the CDO in which a Fund invests. CDOs carry additional risks including, but not limited to, (i) the possibility that distributions from collateral securities will not be adequate to make interest or other payments, (ii) the collateral may decline in value or default, (iii) a Fund may invest in CDOs that are subordinate to other classes, and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the issuer or unexpected investment results.

 

(e) 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.

 

(f) 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.

 18 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

(g) Special Purpose Acquisition Companies

The Fund may invest in stock, warrants, and other securities of special purpose acquisition companies (“SPACs”) or similar special purpose entities that pool funds to seek potential acquisition opportunities. Because SPACs and similar entities are in essence blank check companies without operating history or ongoing business other than seeking acquisitions, the value of their securities is particularly dependent on the ability of the entity’s management to identify and complete a profitable acquisition. An investment in a SPAC is subject to a variety of risks, including that (i) a portion of the monies raised by the SPAC for the purpose of effecting an acquisition or merger may be expended prior to the transaction for payment of taxes and other purposes; (ii) prior to any acquisition or merger, a SPAC’s assets are typically invested in government securities, money market funds and similar investments whose returns or yields may be significantly lower than those of the Fund’s other investments; (iii) the Fund generally will not receive significant income from its investments in SPACs (both prior to and after any acquisition or merger) and, therefore, the Fund's investments in SPACs will not significantly contribute to the Fund's distributions to shareholders; (iv) an attractive acquisition or merger target may not be identified at all, in which case the SPAC will be required to return any remaining monies to shareholders; (v) if an acquisition or merger target is identified, the Fund may elect not to participate in the proposed transaction or the Fund may be required to divest its interests in the SPAC due to regulatory or other considerations, in which case the warrants or other rights with respect to the SPAC held by the Fund may expire worthless or may be repurchased or retired by the SPAC at an unfavorable price; (vi) any proposed merger or acquisition may be unable to obtain the requisite approval, if any, of SPAC shareholders; (vii) under any circumstances in which the Fund receives a refund of all or a portion of its original investment (which typically represents a pro rata share of the proceeds of the SPAC's assets, less any applicable taxes), the returns on that investment may be negligible, and the Fund may be subject to opportunity costs to the extent that alternative investments would have produced higher returns; (viii) to the extent an acquisition or merger is announced or completed, shareholders who redeem their shares prior to that time may not reap any resulting benefits; (ix) the Fund may be delayed in receiving any redemption or liquidation proceeds from a SPAC to which it is entitled; (x) an acquisition or merger once effected may prove unsuccessful and an investment in the SPAC may lose value; (xi) an investment in a SPAC may be diluted by additional later offerings of interests in the SPAC or by other investors exercising existing rights to purchase shares of the SPAC; (xii) only a thinly traded market for shares of or interests in a SPAC may develop, or there may be no market at all, leaving the Fund unable to sell its interest in a SPAC or to sell its interest only at a price below what the Fund believes is the SPAC interest's intrinsic value; and (xiii) the values of investments in SPACs may be highly volatile and may depreciate significantly over time. There were no Private Investment in Public Equity (“PIPE”) share purchase commitments for the SPACs the Fund invested in as of December 31, 2025.

 

(h) Currency Translation

Assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued.

 

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at year-end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

 

(i) 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.

 19 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

(j) 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.

 

(k) 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 December 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.

 

(l) Distributions to Shareholders

The Fund will make distributions of net investment income 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.

 

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 0.93% plus class-specific administrative service fee of 0.07%, 0.07% and 0.01% of the Fund’s average daily net assets for the Institutional Class, Investor Class and Supra Institutional Class, respectively.

 

The Adviser has contractually agreed to reimburse operating expenses in excess of 0.05%, 0.15% and 0.05% of the average daily net assets of the Institutional Class, Investor Class and Supra Institutional Class, respectively, excluding management fees, administrative service fees, short sale dividend expenses and interest expenses on cash deposits relating to short sales, brokerage fees and commissions, redemption liquidity service expense, interest, taxes, fees and expenses of other funds in which the Fund invests, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business, through April 30, 2026. The Adviser has also contractually agreed to reimburse the Fund for redemption liquidity service expenses in excess of 0.0044% of the daily average net assets of the Fund through April 30, 2026. These agreements may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Advisory Agreement. For the year ended December 31, 2025, the Adviser waived a portion of its advisory fees totaling $2,503,361.

 20 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

UMB Fund Services, Inc. (“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 year ended December 31, 2025 are reported as Fund services fees on the Statement of Operations.

 

Distribution Services, LLC, serves as the Fund’s distributor (the “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 Adviser. The Fund does not compensate trustees and officers affiliated with the Fund’s Adviser or co-administrators. For the year ended December 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 year ended December 31, 2025, are reported on the Statement of Operations.

 

Note 4 –Redemption Liquidity Service Fees

The Fund may participate in “Liquidity Programs” or “Programs” offered by independent third-party service providers, which are designed to provide an alternative liquidity source when conducting normal business activities. Under the programs, cash is provided to the Fund to meet net shareowner redemptions, manage and optimize portfolio composition, offset transaction costs, and/or more efficiently manage the portfolio. Following purchases of Fund shares, the programs then generally redeem those shares when the Fund experiences net sales, at the end of a maximum holding period ranging from 2 to 8 days or at other times at the discretion of the program or the Adviser. During the period that a third party holds the Fund’s shares through a Program, the third party will have the same rights and privileges with respect to those shares as any other shareholder. A third party that invests in the Fund through a Program does so on an investment-blind basis without regard to the Fund’s objective, policies, or anticipated performance. The third party purchases shares of the Fund at net asset value and is not subject to the Fund’s investment minimums or the limitations noted under “Excessive Trading and Market Timing” section contained in the Prospectus.

 21 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

For use of certain services, the Fund pays a fee calculated by applying a fee rate to the purchase amount determined through an automated daily auction. The current minimum fee rate is 0.14% of the value of the Fund shares purchased, although the Fund may submit a bid at a higher fee rate if it determines that doing so is in the best interest of Fund shareowners. In accordance with federal securities laws, certain providers are prohibited from acquiring more than 3% of the outstanding voting securities of a Fund, while others are prohibited from acquiring more than 5%. The providers will periodically redeem their entire share position in the Fund and request that such redemption be met in kind in accordance with the Fund’s in-kind redemption policies. There is no assurance that these programs will have sufficient funds available to meet the Funds’ liquidity needs on a particular day. During the year ended December 31, 2025, the fees associated with these programs are disclosed in the Statement of Operations within redemption liquidity service fees.

 

Note 5 – Securities Sold Short

The Fund maintains cash deposits and segregates marketable securities in amounts equal to the current fair value of the securities sold short or the fair value of the securities at the time they were sold short, whichever is greater. The Fund considers cash deposits held in connection with securities sold short to be restricted cash. The restriction will lapse when the related short positions are terminated. Possible losses from short sales may be unlimited, whereas losses from purchases cannot exceed the total amount invested. The dividends on securities sold short are reflected as short sale dividend expense.

 

Note 6 – Federal Income Taxes

At December 31, 2025, gross unrealized appreciation/(depreciation) of investments, based on cost for federal income tax purposes were as follows:

 

Cost of investments   $ 8,842,039,500  
Gross unrealized appreciation   $ 3,397,959,280  
Gross unrealized depreciation     (397,202,215 )
Net unrealized appreciation/(depreciation)   $ 3,000,757,065  

 

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.

 

GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the year ended December 31, 2025, permanent differences in book and tax have been reclassified to paid-in capital and total distributable earnings/(deficit) as follows:

 

Increase (Decrease)  
Paid-in Capital     Total accumulated earnings/(deficit)  
$ 607,730,051     $ (607,730,051 )

 22 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

As of December 31, 2025, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed ordinary income   $ 56,626,324  
Undistributed long-term capital gains     -  
Tax accumulated earnings     56,626,324  
         
Accumulated capital and other losses     1,270,532  
Net Unrealized appreciation/(depreciation) on investments     3,000,757,065  
Deferred compensation     (49,136 )
Foreign currency translations     566,819  
Swap value change     (781,827 )
Total accumulated earnings/(deficit)   $ 3,058,389,777  

 

The tax character of distributions paid during the fiscal years ended December 31, 2025 and December 31, 2024, were as follows:

 

    2025     2024  
Distributions paid from:                
Ordinary income   $ 360,610,439     $ 333,402,961  
Net long-term capital gains     710,432,017       597,659,821  
Total distributions paid   $ 1,071,042,456     $ 931,062,782  

 

As of December 31, 2025, the Fund did not have any non-expiring capital loss carryforwards.

 

During the tax year ended December 31, 2025, the Fund utilized $0 of short-term and $0 of long-term non-expiring capital loss carryforwards, respectively.

 

Note 7 – Investment Transactions

For the year ended December 31, 2025, purchases, sales, and in-kind redemptions of investments, excluding short-term investments, were $1,669,193,929, $1,965,646,744, and $500,904,170, respectively.

 

Note 8 – 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%, 0.25%, and 0.10% of its average daily net assets attributable to the Institutional Class, Investor Class and Supra Institutional 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. For the year ended December 31, 2025, the Adviser reimbursed shareholder service fees of $883,477, $17,775, and $1,146,700 for Institutional Class shares, Investor Class shares, and Supra Institutional Class shares, respectively.

 

Note 9 – 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.

 23 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Note 10 – 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 December 31, 2025, the Fund had the following unfunded loan commitments outstanding:

 

Loan   Principal     Cost     Value    

Unrealized

Appreciation/

(Depreciation)

    Unfunded Commitment  
Lealand Finance Company B.V. Senior Exit LC   $ 21,844,968     $ (9,488,847 )   $ (5,461,242 )   $ 4,027,605     $ 5,461,242  

 

Note 11 – 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.

 

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.

 24 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

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 December 31, 2025, in valuing the Fund’s assets carried at fair value:

 

Investments   Level 1     Level 2     Level 3     NAV as
Practical
Expedient*
    Total  
Convertible Bonds   $ -     $ 248,263,953     $ -     $ -     $ 248,263,953  
Corporate Bank Debt     -       4,572,621       47,084,267       -       51,656,888  
Corporate Bonds                                     -  
Communications     -       110,921,226       -       -       110,921,226  
Financials     -       29,860,101       -       -       29,860,101  
Closed-End Funds     -       -       5,469,607       -       5,469,607  
Common Stocks                                        
Aerospace & Defense     -       189,806,381       -       -       189,806,381  
Apparel & Textile Products     -       96,383,513       -       -       96,383,513  
Asset Management     122,911,483       -       -       -       122,911,483  
Banking     321,360,084       -       -       -       321,360,084  
Beverages     -       525,604,234       -       -       525,604,234  
Biotech & Pharma     -       66,386,905       -       -       66,386,905  
Cable & Satellite     279,288,410       -       -       -       279,288,410  
Chemicals     213,159,085       328,684,580       -       -       541,843,665  
Commercial Support Services     -       148,562,659       -       -       148,562,659  
Construction Materials     131,378,761       80,484,487       -       -       211,863,248  
E-Commerce Discretionary     202,127,920       -       -       -       202,127,920  
Electric Utilities     11,581,810       -       -       -       11,581,810  
Electrical Equipment     261,281,585       48,504,257       -       -       309,785,842  
Engineering & Construction     -       112,253,445       42,778,275       -       155,031,720  
Entertainment Content     -       -       12,981,991       -       12,981,991  
Food     81,511,484       47,710,799       -       -       129,222,283  
Health Care Facilities & Svcs     105,731,879       -       -       -       105,731,879  
Home Construction     109,857,876       -       -       -       109,857,876  
Household Products     -       18,103,030       -       -       18,103,030  
Institutional Financial Svcs     141,121,059       -       -       -       141,121,059  
Insurance     168,587,008       -       -       -       168,587,008  
Internet Media & Services     1,028,085,114       178,485,817       -       -       1,206,570,931  
Leisure Facilities & Services     165,187,554       -       -       -       165,187,554  
Machinery     -       30,611,664       -       -       30,611,664  
Medical Equipment & Devices     409,376,410       -       -       -       409,376,410  
Metals & Mining     49,417,427       147,305,014       -       -       196,722,441  
Oil & Gas Producers     91,634,815       -       -       -       91,634,815  
Oil & Gas Services & Equip     78,732,796       -       -       -       78,732,796  
Real Estate Owners & Developers     -       16,917,783       -       -       16,917,783  
Reit     104,472,707       -       -       -       104,472,707  
Retail - Discretionary     199,395,919       -       -       -       199,395,919  
Semiconductors     464,426,674       -       -       -       464,426,674  

 25 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Investments   Level 1     Level 2     Level 3     NAV as
Practical
Expedient*
    Total  
Technology Hardware     148,590,830       30,731,281       -       -       179,322,111  
Technology Services     -       80,802,712       -       -       80,802,712  
Telecommunications     18,484,761       -       -       -       18,484,761  
Transportation Equipment     60,045,833       -       -       -       60,045,833  
Limited Partnerships     -       -       188,988,907       23,960,250       212,949,157  
Warrants     -       -       -       -       -  
Short-Term Investments     28,535,016       4,003,353,021       -       -       4,031,888,037  
    $ 4,996,284,300     $ 6,544,309,483     $ 297,303,047     $ 23,960,250     $ 11,861,857,080  
Securities Sold Short Exchange-Traded Funds   $ (19,060,515 )   $ -     $ -     $ -     $ (19,060,515 )
Total Return Swaps   $ -     $ (781,827 )   $ -     $ -     $ (781,827 )

 

* Investments valued using net asset value per share (or its equivalent) as a practical expedient are excluded from the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining value:

 

Investments   Beginning
balance at
December 31,
2024
    Transfers
into/(out) of
Level 3 during
the period
    Total
realized
gain/(loss)
    Total change
in net
unrealized
appreciation/
(depreciation)
    Accretion of Discount
(Amortization of
Premium) and Return
of Capital
    Net
purchases
    Net sales     Ending Value at
December 31,
2025
 
Corporate Bank Debt   $ 19,555,734     $ 880,861     $ 2,115,024     $ 28,232,814     $ -     $ 1,287,443     $ (4,987,609 )   $ 47,084,267  
Closed-End Funds     5,850,101       -       -       (380,494 )     -       -       -       5,469,607  
Common Stocks     26,636,846       -       -       29,123,420       -       -       -       55,760,266  
Limited Partnerships     282,400,075       23,758,344       78,834,510       (33,769,001 )     (83,400,511 )     -       (78,834,510 )     188,988,907  
Preferred Stocks     1,395,231       -       15,484,979       (123,689 )     -       -       (16,756,521 )     -  
Warrants     -       -       (6,275 )     6,275       -       -       -       -  
    $ 335,837,987     $ 24,639,205     $ 96,428,238     $ 23,089,325     $ (83,400,511 )   $ 1,287,443     $ (100,578,640 )   $ 297,303,047  

 

The change in unrealized gains or losses attributable to Level 3 investments held at December 31, 2025 was $34,583,963.

 

Transfers of investments between different levels of the fair value hierarchy are recorded at fair value as of the end of the reporting period. There were transfers of $24,639,205 out of Level 2 and NAV as Practical Expedient into Level 3. Transfers into Level 3 were due to change in valuation technique from NAV as Practical Expedient to adjusted NAV as Practical Expedient.

 26 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

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 December 31, 2025.

 

Asset Class  

Fair Value

December 31,
2025

    Valuation
Methodologies
  Unobservable
Input
 

Input Range/

Value

  Valuation
Weighted
Average of
Input
    Impact to
Valuation
From an
Increase in
Input (1)
Corporate Bank Debt   $ 46,203,406     Pricing Model(2)   Quotes/Prices   $25 - $88   $ 82.41     Increase
      880,861     Third-Party Broker Quote (3)   Quotes/Prices   $82.00   $ 82.00     Increase
Closed End Funds     5,469,607     Pricing Model(4)   Last Reported Trade   $1.15   $ 1.15     Increase
Common Stocks - Long     -     Pricing Model(5)   Estimated Recovery Proceeds   $0.00   $ 0.00     Increase
      12,981,991     Most Recent Capitalization (Funding)(6)   Revenue Multiple   $391.85   $ 391.85     Increase
      42,778,275     Pricing Model(2)   Quotes/Prices   $15.00   $ 15.00     Increase
Limited Partnerships     164,751,264     Market Approach(7)   Shipping Broker Valuations   10% - 25%     24 %   Increase
      23,758,344     Adjusted NAV as Practical Expedient (8)   Quotes/Prices   35%     35 %   Increase
      479,299     Discounted NAV(9)   Market Discount   10%     10 %   Decrease
Warrants     -     Asset Approach(10)   Estimated Recovery Proceeds   $0.00   $ 0.00     Increase

 

(1) This column represents the directional change in the fair value of the Level 3 investments that would results 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 involves recently quoted prices of the security.
(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 issuance of non-tradable rights with no set exercise date.
(6) The fair value of the investment is based on capital funding terms and discounted based on market trends. 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.
(7) The Discounted Cash Flow valuation technique involves estimating the value of an asset based on discounting a future stream of estimated cash flows using a discount rate determined by the Advisor.
(8) The NAV provided by the general partner has been adjusted for the market price change of the underlying security subsequent to the September 30, 2025 NAV.
(9) The NAV provided by the general partner has been discounted for the possible impact from various exit strategies under consideration by the general partner.
(10) The Asset Approach technique for Level 3 securities involves the projected value of warrants that are pending cancellation.
 27 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

The following is the fair value measurement of investments that are valued at NAV per share (or its equivalent) as a practical expedient:

 

Limited Partnerships   Investment
Strategy
  Value     Unfunded
Commitments
    Redemption
Frequency
  Redemption
Notice
Period
  Lock Up
 Period
Jett Texas LLC   Long-term Equity   $ 23,960,250     $ -     Closed End Fund   N/A   N/A
        $ 23,960,250     $ -              

 

Note 12 – Derivatives and Hedging Disclosures

Derivatives and Hedging requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effects on the Fund’s financial position, performance and cash flows.

 

The effects of these derivative instruments on the Fund’s financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations are presented in the tables below. The fair values of derivative instruments as of December 31, 2025 by risk category are as follows:

 

    Asset Derivatives   Liability Derivatives
Derivatives not designated as hedging instruments   Statements of Assets
and Liabilities
  Value     Statements of Assets
and Liabilities
  Value  
Equity contracts   Unrealized appreciation on open swap contracts   $ -     Unrealized depreciation on open swap contracts   $ 781,827  

 

The effects of derivative instruments on the Statement of Operations for the year ended December 31, 2025, are as follows:

 

    Derivatives not designated as hedging instruments  
    Equity Contracts     Total  
Realized Gain (Loss) on Derivatives                
Swap contracts   $ (15,218,378 )   $ (15,218,378 )

 

    Equity Contracts     Total  
Net Change in Unrealized Appreciation/Depreciation on Derivatives                
Swap contracts   $ 13,760,053     $ 13,760,053  

 

The notional amount is included on the Schedule of Investments. The quarterly average volumes of derivative instruments as of December 31, 2025 are as follows:

 

Derivatives not designated as hedging instruments              
Equity contracts   Swap contracts   Notional amount   $ 28,163,851  

 28 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Note 13 - Disclosures about Offsetting Assets and Liabilities

Disclosures about Offsetting Assets and Liabilities requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The guidance requires retrospective application for all comparative periods presented.

 

A Fund mitigates credit risk with respect to OTC derivative counterparties through credit support annexes included with International Swaps and Derivatives Association Master Agreements or other Master Netting Agreements which are the standard contracts governing most derivative transactions between the Fund and each of its counterparties. These agreements allow the Fund and each counterparty to offset certain derivative financial instruments’ payables and/or receivables against each other and/or with collateral, which is generally held by the Fund’s custodian. The amount of collateral moved to/from applicable counterparties is based upon minimum transfer amounts specified in the agreement. To the extent amounts due to the Fund from its counterparties are not fully collateralized contractually or otherwise, the Fund bears the risk of loss from counterparty non-performance.

 

The Fund’s Statement of Assets and Liabilities presents financial instruments on a gross basis, therefore there are no net amounts and no offset amounts within the Statement of Assets and Liabilities to present below. Gross amounts of the financial instruments, amounts related to financial instruments/cash collateral not offset in the Statement of Assets and Liabilities and net amounts are presented below:

 

 

              Amounts Not Offset in
Statements of Assets and
Liabilities
       
Description   Counterparty   Gross Amounts
Recognized in the
Statements of
Assets and
Liabilities
    Financial
Instruments
    Cash
Collateral
    Net Amount  
Unrealized depreciation on open swap contracts   Nomura   $ (781,827 )   $ -     $ -     $ (781,827 )

 

Note 14 – 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 December 31, 2025 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:

 29 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Security Description   Shares Held as of
December 31,
2024
    Beginning Value
December 31, 2024
    Purchases at
Cost
    Proceeds from
Sales
    Net Realized
Gain (Loss) on
Sales Affiliated
Investment
 
Azelis Group N.V.     -     $ -     $ 190,182,642     $ -     $ -  
FPS Holdco LLC     2,073,734       251,127,867       -       (33,076,210 )     33,076,210  
FPS Shelby Holdco I LLC     107,799       8,876,467       -       -       -  
Lealand Finance Company B.V. Senior Exit LC, 3.500%, 6/30/2027     26,423,878       (11,890,745 )     -       -       2,115,045  
Lealand Reficar LC Term Loan, 11.433% (3-Month Term SOFR+750 basis points), 6/30/2027     529,985       344,490       72,773       -       -  
McDermott International, Ltd.     356,485,315       17,824,266       -       -       -  
McDermott LC, 8.552% (3-Month Term SOFR+426.16 basis points), 6/30/2027     31,488,546       17,318,701       -       (4,987,609 )     (21 )
McDermott Technology Americas, Inc., 6.831% (1-Month Term SOFR+300 basis points), 6/30/2027     1,074,221       531,739       -       -       -  
McDermott Technology Americas, Inc., 7.831% (1-Month Term SOFR+400 basis points), 12/31/2027     39,380,822       13,783,288       1,214,670       -       -  
Sound Holding FP     1,146,250       21,949,607       -       (45,758,300 )     45,758,300  
U.S. Farming Realty Trust II LP     120,000       446,134       -       -       -  
Total           $ 320,311,814     $ 191,470,085     $ (83,822,119 )   $ 80,949,534  

 

Security Description - Continued   Accretion of
Discount
(Amortization of
Premium) and
Return of Capital
    Change in
Unrealized
Appreciation
(Depreciation)
    Transfer In
(Out)
    Ending Value
December 31,
2025
    Shares as of
December
31, 2025
    Income from
Affiliated
Investments
 
Azelis Group N.V.   $ -     $ (5,215,788 )   $ -     $ 184,966,854       16,929,662     $ 491,462  
FPS Holdco LLC     (83,400,511 )     (13,252,560 )     -       154,474,796       2,073,734       32,773,292  
FPS Shelby Holdco I LLC     -       1,400,001       -       10,276,468       107,799       -  
Lealand Finance Company B.V. Senior Exit LC, 3.500%, 6/30/2027     -       4,314,458       -       (5,461,242 )     21,844,968       958,300  
Lealand Reficar LC Term Loan, 11.433% (3-Month Term SOFR+750 basis points), 6/30/2027     -       113,164       -       530,427       602,758       55,823  
McDermott International, Ltd.     -       24,954,009       -       42,778,275       2,851,885       -  
McDermott LC, 8.552% (3-Month Term SOFR+426.16 basis points), 6/30/2027     -       7,544,620       -       19,875,691       26,500,921       2,550,881  
McDermott Technology Americas, Inc., 6.831% (1-Month Term SOFR+300 basis points), 6/30/2027     -       349,122       -       880,861       1,074,221       80,190  
McDermott Technology Americas, Inc., 7.831% (1-Month Term SOFR+400 basis points), 12/31/2027     -       16,260,572       -       31,258,530       40,595,493       3,394,872  
Sound Holding FP     -       (21,949,607 )     -       -       1,146,250       -  
US Farming Realty Trust II LP     -       33,165       -       479,299       120,000       -  
Total   $ (83,400,511 )   $ 14,551,156     $ -     $ 440,059,959             $ 40,304,820  

 30 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Note 15 – 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 December 31, 2025, the Fund invested in the following restricted securities:

 

Restricted Security   Initial
Acquisition
Date
  Cost     Fair Value    

Fair Value
as a %

of Net
Assets

 
Altegrity, Inc.   9/1/2021   $ -     $ 5,469,607       0.05 %
Cornerstone OnDemand, Inc., 7.683% (1-Month Term SOFR+375 basis points), 10/16/2028   12/7/2022     2,462,128       2,275,626       0.02 %
Epic Games, Inc.   6/25/2020     19,049,750       12,981,991       0.11 %
Footpath Ventures SPV IV LP   9/24/2021     15,962,550       23,758,344       0.20 %
FPS Holdco LLC   10/17/2018     49,268,895       154,474,796       1.30 %
FPS Shelby Holdco I LLC   2/4/2020     11,073,935       10,276,468       0.09 %
Jett Texas LLC   12/2/2024     22,500,000       23,960,250       0.20 %
Lealand Finance Company B.V. Senior Exit LC, 3.500% 6/30/2027   11/12/2019     (9,488,847 )     (5,461,242 )     -0.05 %
Lealand Reficar LC Term Loan, 11.433% (3-Month Term SOFR+750 basis points), 6/30/2027   4/5/2024     602,758       530,427       0.00 %
McDermott International, Ltd.   7/1/2020     56,700,448       42,778,275       0.36 %
McDermott LC, 8.552% (3-Month Term SOFR+426.16 basis points), 6/30/2027   12/31/2020     26,500,949       19,875,691       0.17 %
McDermott Technology Americas, Inc., 6.831% (1-Month Term SOFR+300 basis points), 6/30/2027   7/1/2020     1,074,192       880,861       0.01 %
McDermott Technology Americas, Inc., 7.831% (1-Month Term SOFR+400 basis points), 12/31/2027   7/1/2020     50,746,348       31,258,530       0.26 %
Pershing Square Tontine Holdings Ltd.   7/26/2022     -       -       0.00 %
Sound Holding FP   10/7/2013     -       -       0.00 %
U.S. Farming Realty Trust II LP   12/24/2012     -       479,299       0.00 %
Vision Solutions, Inc., 8.102% (3-Month Term SOFR+400 basis points), 4/24/2028   12/7/2022     2,255,852       2,296,995       0.02 %
        $ 248,708,958     $ 325,835,918       2.74 %

 

Note 16 – 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 other 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 Funds’ performance, the performance of the securities in which the Funds invest and may lead to losses on your investment. The ultimate impact of “Market Disruptions and Geopolitical Risks” on the financial performance of the Funds’ investments is not reasonably estimable at this time. Management is actively monitoring these events.

 31 

 

FPA Crescent Fund

NOTES TO FINANCIAL STATEMENTS - Continued

December 31, 2025

 

 

Note 17 – New Accounting Pronouncements

In the reporting period, the Fund adopted FASB Accounting Standards Update 2023-09, Income Taxes (Topic 740) — Improvements to Income Tax Disclosures (ASU 2023-09), which enhances income tax disclosures, including disclosure income taxes paid disaggregated by jurisdiction. Adoption of the new standard did not materially impact financial statement disclosures and did not affect the Fund’s financial position or the results of its operations.

 

Note 18 – 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.

 

On July 15, 2025, the Board of Trustees approved an Agreement and Plan of Reorganization (the “Plan”) for the reorganization of the Centerstone Investors Fund, a series of Northern Lights Fund Trust III (the “Acquired Fund”), into the FPA Crescent Fund (the “Acquiring Fund”). The Plan provides for the transfer of all of the assets of the Acquired Fund to the Acquiring Fund in exchange for shares of the Acquiring Fund and the assumption of all of the liabilities of the Acquired Fund by the Acquiring Fund, and the distribution of the Acquiring Fund’s shares received by such Acquired Fund to its shareholders in complete liquidation of the Acquired Fund (the “Reorganization”). The Reorganization of the Acquired Fund generally is not expected to result in the recognition of gain or loss by the Acquired Fund or its shareholders for federal income tax purposes. The reorganization was effective as of the close of business on January 9, 2026.

 

There were no other events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.

 32 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees

and the Shareholders of the FPA Crescent Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of the FPA Crescent Fund (the “Fund”), a series of Investment Managers Series Trust III, including the schedule of investments, as of December 31, 2025, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the three years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2025, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

The financial highlights for each of the two years in the period ended December 31, 2022, were audited by other auditors, whose report dated March 1, 2023 expressed unqualified opinions on those financial highlights.

 

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the auditor of the Fund since 2023.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2025 by correspondence with the custodian, agent banks, brokers, and others or by other appropriate auditing procedures where replies were not received. We believe that our audits provide a reasonable basis for our opinion. 

 

 
  TAIT, WELLER & BAKER LLP

 

Philadelphia, Pennsylvania

February 27, 2026

 33 

 

 

FPA Flexible Fixed Income Fund

(Investor Class: FFIRX)

(Institutional Class: FPFIX)

(Advisor Class: FFIAX)

 

ANNUAL FINANCIALS AND OTHER INFORMATION

DECEMBER 31, 2025

   

 

FPA Flexible Fixed Income Fund

A series of Investment Managers Series Trust III

 

Table of Contents

 

Please note the Financials and Other Information only contains Items 7-11 required in Form N-CSR. All other required items will be filed with the SEC.

 

Item 7. Financial Statements and Financial Highlights  
Schedule of Investments 1
Statement of Assets and Liabilities 17
Statement of Operations 18
Statements of Changes in Net Assets 19
Financial Highlights 20
Notes to Financial Statements 23
Report of Independent Registered Public Accounting Firm 37

 

This report and the financial statements contained herein are provided for the general information of the shareholders of the FPA Flexible Fixed 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.

 

https://fpa.com

   

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES — 86.9%        
        ASSET-BACKED SECURITIES — 19.5%        
        AUTO — 3.4%        
$ 931,000     Ally Auto Receivables Trust
Series 2023-1, Class A4, 5.270%, 11/15/2028
  $ 948,149  
  701,000     BMW Vehicle Owner Trust
Series 2023-A, Class A4, 5.250%, 11/26/2029
    711,567  
        CarMax Auto Owner Trust        
  2,027,000     Series 2023-2, Class A4, 5.010%, 11/15/2028     2,052,044  
  904,000     Series 2023-1, Class A4, 4.650%, 1/16/2029     908,936  
  2,146,000     Series 2023-3, Class A4, 5.260%, 2/15/2029     2,187,142  
        Ford Credit Auto Owner Trust        
  1,343,000     Series 2023-A, Class A4, 4.560%, 12/15/2028     1,352,554  
  734,000     Series 2023-B, Class A4, 5.060%, 2/15/2029     743,755  
  1,424,000     GM Financial Consumer Automobile Receivables Trust
Series 2023-3, Class A4, 5.340%, 12/18/2028
    1,447,749  
        GM Financial Revolving Receivables Trust        
  3,383,000     Series 2021-1, Class A, 1.170%, 6/12/2034(a)     3,317,265  
  5,133,000     Series 2023-1, Class A, 5.120%, 4/11/2035(a)     5,261,401  
  1,403,000     Series 2023-2, Class A, 5.770%, 8/11/2036(a)     1,472,489  
  8,349,000     Series 2024-1, Class A, 4.980%, 12/11/2036(a)     8,578,555  
  1,112,000     Hyundai Auto Receivables Trust
Series 2023-B, Class A4, 5.310%, 8/15/2029
    1,129,731  
        Mercedes-Benz Auto Receivables Trust        
  816,000     Series 2023-1, Class A4, 4.310%, 4/16/2029     819,176  
  1,038,000     Series 2024-1, Class A4, 4.790%, 7/15/2031     1,057,868  
  1,485,000     Nissan Auto Receivables Owner Trust
Series 2023-A, Class A4, 4.850%, 6/17/2030
    1,499,550  
  1,721,000     Porsche Financial Auto Securitization Trust
Series 2023-1A, Class A4, 4.720%, 6/23/2031(a)
    1,732,239  
  919,000     SFS Auto Receivables Securitization Trust
Series 2023-1A, Class A4, 5.470%, 12/20/2029(a)
    934,522  
        Toyota Auto Loan Extended Note Trust        
  5,017,000     Series 2022-1A, Class A, 3.820%, 4/25/2035(a)     5,015,391  
  4,553,000     Series 2023-1A, Class A, 4.930%, 6/25/2036(a)     4,656,171  
  8,239,000     Series 2024-1A, Class A, 5.160%, 11/25/2036(a)     8,545,003  
        Toyota Auto Receivables Owner Trust        
  1,343,000     Series 2023-A, Class A4, 4.420%, 8/15/2028     1,350,873  
  1,973,000     Series 2023-B, Class A4, 4.660%, 9/15/2028     1,991,364  
  2,714,000     Series 2023-C, Class A4, 5.010%, 2/15/2029     2,757,830  
  1,181,000     Volkswagen Auto Loan Enhanced Trust
Series 2023-1, Class A4, 5.010%, 1/22/2030
    1,195,116  
        World Omni Auto Receivables Trust        
  1,251,000     Series 2023-A, Class A4, 4.660%, 5/15/2029     1,258,786  
  2,055,000     Series 2023-B, Class A4, 4.680%, 5/15/2029     2,073,017  
 1 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES (Continued)        
        ASSET-BACKED SECURITIES (Continued)        
        AUTO (Continued)        
$ 1,107,000     Series 2023-C, Class A4, 5.030%, 11/15/2029   $ 1,122,726  
              66,120,969  
        COLLATERALIZED LOAN OBLIGATION — 2.1%        
  1,460,000     Barings Middle Market Ltd.
Series 2021-IA, Class D, 12.796% (3-Month Term SOFR+891.161 basis points), 7/20/2033(a),(b)
    1,461,481  
        Cerberus Loan Funding LLC        
  901,000     Series 2023-1A, Class A, 6.305% (3-Month Term SOFR+240 basis points), 3/22/2035(a),(b)     903,125  
  5,057,000     Series 2023-2A, Class A1, 6.454% (3-Month Term SOFR+255 basis points), 7/15/2035(a),(b)     5,091,625  
  5,734,000     Series 2023-4A, Class A, 6.330% (3-Month Term SOFR+242.5 basis points), 10/15/2035(a),(b)     5,790,704  
        Fortress Credit Opportunities Ltd.        
  5,645,000     Series 2017-9A, Class A1TR, 5.716% (3-Month Term SOFR+181.161 basis points), 10/15/2033(a),(b)     5,662,217  
  8,814,000     Series 2017-9A, Class ER, 12.226% (3-Month Term SOFR+832.161 basis points), 10/15/2033(a),(b)     8,854,606  
        Golub Capital Partners Ltd.        
  4,361,000     Series 2023-67A, Class A1, 6.365% (3-Month Term SOFR+250 basis points), 5/9/2036(a),(b)     4,395,452  
  5,388,000     Series 2019-46A, Class A1R, 5.694% (3-Month Term SOFR+181 basis points), 4/20/2037(a),(b)     5,399,153  
  2,646,000     Parliament Ltd.
Series 2021-2A, Class D, 7.851% (3-Month Term SOFR+396.161 basis points), 8/20/2032(a),(b)
    2,640,586  
              40,198,949  
        EQUIPMENT — 7.8%        
        Avis Budget Rental Car Funding AESOP LLC        
  1,059,000     Series 2023-1A, Class A, 5.250%, 4/20/2029(a)     1,082,376  
  3,527,000     Series 2023-4A, Class A, 5.490%, 6/20/2029(a)     3,615,841  
  4,981,000     Series 2023-6A, Class A, 5.810%, 12/20/2029(a)     5,184,431  
  3,599,000     Series 2023-8A, Class A, 6.020%, 2/20/2030(a)     3,771,644  
  1,728,000     Series 2024-1A, Class A, 5.360%, 6/20/2030(a)     1,783,082  
  7,423,000     Series 2024-3A, Class A, 5.230%, 12/20/2030(a)     7,652,369  
        CNH Equipment Trust        
  581,000     Series 2022-B, Class A4, 3.910%, 3/15/2028     580,774  
  644,000     Series 2023-A, Class A4, 4.770%, 10/15/2030     651,892  
  1,805,000     Series 2023-B, Class A4, 5.460%, 3/17/2031     1,853,713  
  2,436,645     Coinstar Funding LLC
Series 2017-1A, Class A2, 5.216%, 4/25/2047(a)
    2,772,846  
 2 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES (Continued)        
        ASSET-BACKED SECURITIES (Continued)        
        EQUIPMENT (Continued)        
        Enterprise Fleet Financing LLC        
$ 1,104,472     Series 2022-2, Class A3, 4.790%, 5/21/2029(a)   $ 1,104,947  
  760,000     Series 2022-3, Class A3, 4.290%, 7/20/2029(a)     760,822  
  2,522,000     Series 2023-1, Class A3, 5.420%, 10/22/2029(a)     2,545,495  
  1,601,000     Series 2022-4, Class A3, 5.650%, 10/22/2029(a)     1,616,532  
  3,800,000     Series 2023-2, Class A3, 5.500%, 4/22/2030(a)     3,864,485  
  3,748,000     Series 2023-3, Class A3, 6.410%, 6/20/2030(a)     3,882,708  
  1,693,000     Series 2024-4, Class A4, 4.700%, 6/20/2031(a)     1,719,644  
  3,339,000     Series 2025-4, Class A4, 4.280%, 6/20/2032(a)     3,348,971  
        Ford Credit Floorplan Master Owner Trust        
  10,771,000     Series 2018-4, Class A, 4.060%, 11/15/2030     10,817,952  
  6,057,000     Series 2024-2, Class A, 5.240%, 4/15/2031(a)     6,280,663  
  3,949,000     Series 2024-4, Class A, 4.400%, 9/15/2031(a)     3,992,223  
        GMF Floorplan Owner Revolving Trust        
  2,130,000     Series 2023-2, Class A, 5.340%, 6/15/2030(a)     2,196,410  
  6,852,000     Series 2024-2A, Class A, 5.060%, 3/15/2031(a)     7,067,210  
        GreatAmerica Leasing Receivables Funding LLC        
  1,675,000     Series 2023-1, Class A4, 5.060%, 3/15/2030(a)     1,699,574  
  1,385,000     Series 2025-2, Class A4, 4.290%, 9/15/2032(a)     1,393,588  
        Hertz Vehicle Financing LLC        
  3,499,000     Series 2021-2A, Class A, 1.680%, 12/27/2027(a)     3,433,211  
  3,489,000     Series 2022-2A, Class A, 2.330%, 6/26/2028(a)     3,408,270  
  6,142,000     Series 2022-5A, Class A, 3.890%, 9/25/2028(a)     6,106,998  
        John Deere Owner Trust        
  1,372,000     Series 2023-A, Class A4, 5.010%, 12/17/2029     1,383,933  
  1,203,000     Series 2023-B, Class A4, 5.110%, 5/15/2030     1,219,275  
  1,664,000     Series 2023-C, Class A4, 5.390%, 8/15/2030     1,696,299  
        Kubota Credit Owner Trust        
  1,359,000     Series 2023-2A, Class A4, 5.230%, 6/15/2028(a)     1,384,227  
  876,000     Series 2023-1A, Class A4, 5.070%, 2/15/2029(a)     883,948  
        M&T Equipment Notes        
  1,028,000     Series 2023-1A, Class A4, 5.750%, 7/15/2030(a)     1,043,146  
  2,469,000     Series 2024-1A, Class A4, 4.940%, 8/18/2031(a)     2,518,609  
        MMAF Equipment Finance LLC        
  2,626,000     Series 2023-A, Class A4, 5.500%, 12/13/2038(a)     2,683,092  
  736,000     Series 2020-A, Class A5, 1.560%, 10/9/2042(a)     713,549  
  5,085,000     Series 2024-A, Class A4, 5.100%, 7/13/2049(a)     5,262,922  
  4,370,000     Series 2025-A, Class A4, 5.020%, 6/13/2050(a)     4,511,231  
  3,350,000     Series 2025-B, Class A4, 4.290%, 9/13/2050(a)     3,343,201  
        Verizon Master Trust        
  6,196,000     Series 2023-3, Class A, 4.730%, 4/21/2031(a)     6,308,162  
  8,097,000     Series 2023-6, Class A, 5.350%, 9/22/2031(a)     8,393,838  
  10,281,000     Series 2024-2, Class A, 4.830%, 12/22/2031(a)     10,529,684  
 3 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES (Continued)        
        ASSET-BACKED SECURITIES (Continued)        
        EQUIPMENT (Continued)        
$ 4,579,000     Series 2024-7, Class A, 4.350%, 8/20/2032(a)   $ 4,602,742  
  812,000     Volvo Financial Equipment LLC
Series 2025-2A, Class A4, 4.060%, 6/15/2033(a)
    813,789  
              151,480,318  
        OTHER — 6.2%        
        ABPCI Direct Lending Fund LLC        
  1,354,437     Series 2022-2A, Class A1, 5.958% (3-Month Term SOFR+210 basis points), 3/1/2032(a),(b)     1,352,935  
  5,659,440     Series 2022-2A, Class C, 8.236%, 3/1/2032(a)     5,631,199  
        ABPCI Direct Lending Fund Ltd.        
  722,970     Series 2020-1A, Class A, 3.199%, 12/29/2030(a)     715,638  
  1,842,899     Series 2020-1A, Class B, 4.935%, 12/29/2030(a)     1,822,750  
  8,058,000     American Tower Trust 1
5.490%, 3/15/2028(a)
    8,181,316  
  617,221     Brazos Securitization LLC
5.014%, 9/1/2031(a)
    624,898  
  10,409,000     Centerpoint Energy Restoration Bond Co. II LLC
4.255%, 12/15/2035
    10,383,186  
  7,283,154     Cleco Securitization II LLC
4.680%, 12/1/2036
    7,388,592  
  1,282,794     Cleco Securitization LLC
4.016%, 3/1/2031
    1,270,107  
  2,542,000     Consumers 2023 Securitization Funding LLC
5.210%, 9/1/2031
    2,611,204  
  512,000     Diamond Infrastructure Funding LLC
Series 2021-1A, Class C, 3.475%, 4/15/2049(a)
    496,909  
  1,718,000     Diamond Issuer LLC
Series 2021-1A, Class C, 3.787%, 11/20/2051(a)
    1,648,732  
  2,621,112     DTE Electric Securitization Funding II LLC
5.970%, 3/1/2033
    2,746,532  
  5,175,000     Duke Energy Carolinas Nc Storm Funding II LLC
4.226%, 7/1/2037
    5,171,481  
        Elm Trust        
  54,654     Series 2020-3A, Class A2, 2.954%, 8/20/2029(a)     54,584  
  9,541     Series 2020-3A, Class B, 4.481%, 8/20/2029(a)     9,529  
  15,623     Series 2020-4A, Class A2, 2.286%, 10/20/2029(a)     15,598  
  60,311     Series 2020-4A, Class B, 3.866%, 10/20/2029(a)     60,212  
        Golub Capital Partners Funding Ltd.        
  686,985     Series 2020-1A, Class A2, 3.208%, 1/22/2029(a)     684,907  
  472,655     Series 2020-1A, Class B, 4.496%, 1/22/2029(a)     470,059  
  2,317,416     Series 2021-1A, Class A2, 2.773%, 4/20/2029(a)     2,308,114  
  1,292,729     Series 2021-1A, Class B, 3.816%, 4/20/2029(a)     1,276,961  
 4 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES (Continued)        
        ASSET-BACKED SECURITIES (Continued)        
        OTHER (Continued)        
$ 3,761,801     Series 2021-2A, Class A, 2.944%, 10/19/2029(a)   $ 3,675,178  
  4,377,243     Series 2021-2A, Class B, 3.994%, 10/19/2029(a)     4,267,895  
        Hotwire Funding LLC        
  1,250,000     Series 2021-1, Class C, 4.459%, 11/20/2051(a)     1,231,119  
  1,385,000     Series 2023-1A, Class A2, 5.687%, 5/20/2053(a)     1,399,073  
  4,896,122     Kansas Gas Service Securitization I LLC
5.486%, 8/1/2032
    5,052,985  
        Monroe Capital Funding Ltd.        
  1,123,821     Series 2021-1A, Class A2, 2.815%, 4/22/2031(a)     1,112,645  
  385,746     Series 2021-1A, Class B, 3.908%, 4/22/2031(a)     382,821  
  2,837,836     Monroe Capital Income Plus Funding LLC
Series 2022-1A, Class A, 4.050%, 4/30/2032(a)
    2,797,397  
        Oklahoma Development Finance Authority        
  1,694,071     4.135%, 12/1/2033     1,684,142  
  647,669     4.285%, 2/1/2034     645,525  
  1,463,168     3.877%, 5/1/2037     1,431,134  
        PG&E Recovery Funding LLC        
  3,334,901     5.045%, 7/15/2032     3,377,054  
  4,534,710     4.838%, 6/1/2033     4,613,310  
  2,788,262     PG&E Wildfire Recovery Funding LLC
4.022%, 6/1/2031
    2,784,330  
        SBA Tower Trust        
  1,380,000     1.631%, 11/15/2026(a)     1,347,651  
  1,767,000     2.328%, 1/15/2028(a)     1,692,531  
  1,049,000     6.599%, 1/15/2028(a)     1,071,036  
  6,800,000     SCE Recovery Funding LLC
4.453%, 3/15/2036
    6,815,640  
  539,893     SpringCastle America Funding LLC
Series 2020-AA, Class A, 1.970%, 9/25/2037(a)
    507,023  
  4,951,277     Texas Electric Market Stabilization Funding N LLC
4.265%, 8/1/2036(a)
    4,931,778  
  664,822     Texas Natural Gas Securitization Finance Corp.
5.102%, 4/1/2035
    682,471  
        VCP RRL Ltd.        
  762,716     Series 2021-1A, Class A, 2.152%, 10/20/2031(a)     752,625  
  1,241,270     Series 2021-1A, Class B, 2.848%, 10/20/2031(a)     1,185,416  
  1,926,955     Series 2021-1A, Class C, 5.425%, 10/20/2031(a)     1,769,209  
  8,504,000     Virginia Power Fuel Securitization LLC
4.877%, 5/1/2031
    8,702,781  
 5 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES (Continued)        
        ASSET-BACKED SECURITIES (Continued)        
        OTHER (Continued)        
$ 757,070     WEPCo Environmental Trust Finance LLC
Series 2021-1, Class A, 1.578%, 12/15/2035
  $ 682,563  
              119,520,775  
        TOTAL ASSET-BACKED SECURITIES        
        (Cost $371,234,095)     377,321,011  
        COMMERCIAL MORTGAGE-BACKED SECURITIES — 12.8%        
        AGENCY — 8.2%        
        Federal Home Loan Mortgage Corp.        
  784,000     Series K068, Class A2, 3.244%, 8/25/2027     775,182  
  1,135,000     Series K072, Class A2, 3.444%, 12/25/2027     1,127,586  
  3,064,000     Series K073, Class A2, 3.350%, 1/25/2028     3,031,855  
  1,691,000     Series K076, Class A2, 3.900%, 4/25/2028     1,701,249  
  377,000     Series K077, Class A2, 3.850%, 5/25/2028(b)     375,541  
  3,220,000     Series K079, Class A2, 3.926%, 6/25/2028     3,224,871  
  2,683,000     Series K080, Class A2, 3.926%, 7/25/2028(b)     2,699,352  
  7,407,000     Series K081, Class A2, 3.900%, 8/25/2028(b)     7,452,172  
  5,016,000     Series K082, Class A2, 3.920%, 9/25/2028(b)     5,020,278  
  2,785,000     Series K083, Class A2, 4.050%, 9/25/2028(b)     2,797,786  
  7,311,000     Series K084, Class A2, 3.780%, 10/25/2028(b)     7,294,485  
  2,867,000     Series K085, Class A2, 4.060%, 10/25/2028(b)     2,881,071  
  3,232,000     Series K089, Class A2, 3.563%, 1/25/2029     3,202,619  
  509,000     Series K088, Class A2, 3.690%, 1/25/2029     506,243  
  5,136,000     Series K090, Class A2, 3.422%, 2/25/2029     5,065,031  
  2,866,000     Series K091, Class A2, 3.505%, 3/25/2029     2,826,377  
  669,000     Series K092, Class A2, 3.298%, 4/25/2029     656,939  
  552,128     Series K093, Class A2, 2.982%, 5/25/2029     539,006  
  10,160,420     Series K095, Class A2, 2.785%, 6/25/2029     9,791,927  
  10,437,000     Series K094, Class A2, 2.903%, 6/25/2029     10,084,728  
  5,934,750     Series K097, Class A2, 2.508%, 7/25/2029     5,660,763  
  13,412,000     Series K096, Class A2, 2.519%, 7/25/2029     12,814,396  
  2,622,000     Series K099, Class A2, 2.595%, 9/25/2029     2,504,069  
  6,883,000     Series K101, Class A2, 2.524%, 10/25/2029     6,550,524  
  4,314,000     Series K102, Class A2, 2.537%, 10/25/2029     4,125,233  
  6,001,000     Series K103, Class A2, 2.651%, 11/25/2029     5,724,750  
  894,000     Series K107, Class A2, 1.639%, 1/25/2030     819,211  
  449,000     Series K105, Class A2, 1.872%, 1/25/2030     415,902  
  1,718,000     Series K106, Class A2, 2.069%, 1/25/2030     1,608,459  
  2,381,000     Series K104, Class A2, 2.253%, 1/25/2030     2,229,238  
  1,265,000     Series K108, Class A2, 1.517%, 3/25/2030     1,146,512  
  8,157,000     Series K751, Class A2, 4.412%, 3/25/2030     8,272,717  
  1,920,000     Series K109, Class A2, 1.558%, 4/25/2030     1,740,065  
  2,981,000     Series K151, Class A3, 3.511%, 4/25/2030     2,924,528  
 6 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
       
        COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued)        
        AGENCY (Continued)        
$ 258,000     Series K111, Class A2, 1.350%, 5/25/2030   $ 231,242  
  1,407,000     Series K114, Class A2, 1.366%, 6/25/2030     1,257,286  
  564,000     Series K116, Class A2, 1.378%, 7/25/2030     503,206  
  2,774,000     Series K752, Class A2, 4.284%, 7/25/2030     2,801,283  
  9,296,000     Series K117, Class A2, 1.406%, 8/25/2030     8,330,791  
  2,108,000     Series K120, Class A2, 1.500%, 10/25/2030     1,888,917  
  11,142,000     Series K754, Class A2, 4.940%, 11/25/2030(b)     11,538,280  
        Freddie Mac Multifamily Structured Pass-Through Certificates        
  2,550,000     Series K100, Class A2, 2.673%, 9/25/2029     2,439,984  
  695,000     Series K110, Class A2, 1.477%, 4/25/2030     629,883  
  1,000,000     Series K113, Class A2, 1.341%, 6/25/2030     895,541  
  1,978,000     Series K115, Class A2, 1.383%, 6/25/2030     1,770,019  
              159,877,097  
        AGENCY STRIPPED — 0.1%        
        Government National Mortgage Association        
  1,240,876     Series 2015-19, Class IO, 0.292%, 1/16/2057(b)     15,368  
  715,000     Series 2015-7, Class IO, 0.488%, 1/16/2057(b)     13,281  
  1,925,439     Series 2020-43, Class IO, 1.262%, 11/16/2061(b)     157,182  
  2,580,931     Series 2020-71, Class IO, 1.094%, 1/16/2062(b)     168,351  
  4,966,545     Series 2020-75, Class IO, 0.870%, 2/16/2062(b)     284,305  
  3,286,492     Series 2020-42, Class IO, 0.939%, 3/16/2062(b)     214,684  
              853,171  
        NON-AGENCY — 4.5%        
  6,960,000     Arbor Multifamily Mortgage Securities Trust
Series 2020-MF1, Class A5, 2.756%, 5/15/2053(a)
    6,532,421  
  1,390,376     Arbor Realty Commercial Real Estate Notes Ltd.
Series 2022-FL1, Class A, 5.434% (30-Day SOFR Average+145 basis points), 1/15/2037(a),(b)
    1,390,376  
  5,385,000     BANK5
Series 2025-5YR18, Class A3, 5.145%, 12/15/2058
    5,532,424  
  1,000,000     BBCMS Mortgage Trust
Series 2025-5C34, Class A3, 5.659%, 5/15/2058
    1,046,405  
        BBCMS Trust        
  348,283     Series 2015-SRCH, Class A1, 3.312%, 8/10/2035(a)     343,556  
  2,296,000     Series 2025-5C36, Class A3, 5.517%, 8/15/2058     2,394,186  
  2,591,000     Benchmark Mortgage Trust
Series 2024-V11, Class A3, 5.909%, 11/15/2057(b)
    2,720,421  
        BMO Mortgage Trust        
  2,581,000     Series 2024-5C7, Class A3, 5.566%, 11/15/2057(b)     2,679,293  
  1,258,000     Series 2024-5C8, Class A3, 5.625%, 12/15/2057(b)     1,309,312  
  2,696,000     Series 2025-5C13, Class A3, 5.227%, 12/15/2058(b)     2,774,224  
 7 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued)        
        NON-AGENCY (Continued)        
$ 5,125,000     BX Trust
Series 2019-OC11, Class A, 3.202%, 12/9/2041(a)
  $ 4,831,799  
  1,732,708     BXMT Ltd.
Series 2021-FL4, Class A, 4.900% (1-Month Term SOFR+116.448 basis points), 5/15/2038(a),(b)
    1,723,718  
  7,209,000     CHI Commercial Mortgage Trust
Series 2025-SFT, Class A, 5.482%, 4/15/2042(a),(b)
    7,368,208  
  236,910     Greystone CRE Notes Ltd.
Series 2021-FL3, Class A, 4.885% (1-Month Term SOFR+113.448 basis points), 7/15/2039(a),(b)
    236,762  
  1,100,000     Hudson Yards Mortgage Trust
Series 2025-SPRL, Class A, 5.467%, 1/13/2040(a),(b)
    1,136,860  
  4,991,000     Manhattan West Mortgage Trust
Series 2020-1MW, Class A, 2.130%, 9/10/2039(a)
    4,804,295  
  675,771     MF1 Ltd.
Series 2021-FL7, Class A, 4.929% (1-Month Term SOFR+119.448 basis points), 10/16/2036(a),(b)
    675,364  
        Progress Residential Trust        
  1,837,691     Series 2024-SFR5, Class A, 3.000%, 8/9/2029(a)     1,751,106  
  1,410,235     Series 2021-SFR11, Class A, 2.283%, 1/17/2039(a)     1,341,080  
  3,754,417     Series 2021-SFR10, Class A, 2.393%, 12/17/2040(a)     3,620,498  
  2,110,172     Series 2024-SFR3, Class A, 3.000%, 6/17/2041(a)     2,015,857  
  9,769,610     Series 2024-SFR4, Class A, 3.100%, 7/17/2041(a)     9,352,733  
  7,317,970     Series 2025-SFR2, Class A, 3.305%, 4/17/2042(a)     6,981,085  
  2,751,000     Series 2025-SFR3, Class A, 3.390%, 7/17/2042(a)     2,620,602  
  4,311,000     ROCK Trust
Series 2024-CNTR, Class A, 5.388%, 11/13/2041(a)
    4,419,812  
  5,585,000     SLG Office Trust
Series 2021-OVA, Class A, 2.585%, 7/15/2041(a)
    4,979,152  
  1,395,358     TRTX Issuer Ltd.
Series 2022-FL5, Class A, 5.386% (1-Month Term SOFR+165 basis points), 2/15/2039(a),(b)
    1,394,783  
  1,900,000     WHARF Commercial Mortgage Trust
Series 2025-DC, Class A, 5.349%, 7/15/2040(a),(b)
    1,953,474  
              87,929,806  
        TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES        
        (Cost $241,514,781)     248,660,074  
        CORPORATE BANK DEBT — 0.2%        
  1,828,327     Capstone Acquisition Holdings, Inc. Term Loan
8.316% (1-Month Term SOFR+460 basis points), 11/12/2029(b),(c),(d),(e)
    1,841,994  
  464,034     JC Penney Corp., Inc.
5.568% (3-Month USD Libor+425 basis points), 6/23/2027*,(b),(c),(d),(e),(f)
    46  
 8 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        CORPORATE BANK DEBT (Continued)        
$ 341,263     Lealand Finance Company B.V. Senior Exit LC
3.500%, 6/30/2027(b),(c),(d),(e),(g),(h)
  $ (40,952 )
  13,635     McDermott Technology Americas, Inc.
7.830% (1-Month Term SOFR+400 basis points), 12/31/2027(b),(c),(d),(e),(i)
    10,499  
  2,776,050     WH Borrower LLC
8.734% (3-Month Term SOFR+450 basis points), 2/20/2032(b),(c),(e)
    2,785,294  
        TOTAL CORPORATE BANK DEBT        
        (Cost $4,588,428)     4,596,881  
        CORPORATE BONDS — 2.9%        
        COMMUNICATIONS — 0.7%        
  2,633,000     CCO Holdings LLC / CCO Holdings Capital Corp.
6.375%, 9/1/2029(a)
    2,659,514  
  2,000,000     DISH Network Corp.
11.750%, 11/15/2027(a)
    2,081,480  
  1,014,000     EchoStar Corp.
3.875%, 11/30/2030
    3,386,760  
        Frontier Communications Holdings LLC        
  3,066,000     5.875%, 10/15/2027(a)     3,065,418  
  1,636,000     6.000%, 1/15/2030(a)     1,661,456  
              12,854,628  
        CONSUMER DISCRETIONARY — 0.4%        
  1,612,341     Air Canada Pass-Through Trust
Series 2017-1, Class AA, 3.300%, 7/15/2031(a)
    1,521,400  
  5,947,000     VT Topco, Inc.
8.500%, 8/15/2030(a)
    6,196,952  
              7,718,352  
        FINANCIALS — 1.8%        
  3,644,000     Apollo Debt Solutions BDC Senior Notes
8.620%, 9/28/2028(d),(e)
    3,644,000  
  5,727,000     Blue Owl Credit Income Corp.
7.950%, 6/13/2028
    6,052,478  
  400,000     Five Point Operating Co. LP
8.000%, 10/1/2030(a)
    416,000  
  5,000,000     Hlend Senior Notes
8.170%, 3/15/2028(d),(e)
    5,000,000  
  2,981,000     HPS Corporate Lending Fund
6.750%, 1/30/2029
    3,108,852  
  10,563,000     Midcap Financial Issuer Trust
6.500%, 5/1/2028(a)
    10,534,903  
  4,032,000     Oaktree Strategic Credit Fund
8.400%, 11/14/2028
    4,343,137  
 9 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        CORPORATE BONDS (Continued)        
        FINANCIALS (Continued)        
$ 1,557,000     OCREDIT BDC Senior Notes
7.770%, 3/7/2029(d),(e)
  $ 1,557,000  
              34,656,370  
        HEALTH CARE — 0.0%        
  938,000     Heartland Dental LLC/Heartland Dental Finance Corp.
10.500% (1-Month Term SOFR+500 basis points), 4/30/2028(a),(e)
    980,313  
        TOTAL CORPORATE BONDS        
        (Cost $52,039,336)     56,209,663  
        RESIDENTIAL MORTGAGE-BACKED SECURITIES — 27.9%        
        AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 0.6%        
        Federal National Mortgage Association        
  862,963     Series 3810, Class PE, 4.000%, 2/15/2041     848,763  
  39,095     Series 2012-144, Class PD, 3.500%, 4/25/2042     38,760  
  9,277,861     Series 2024-70, Class EC, 3.000%, 11/25/2047     8,684,128  
  72,484     Freddie Mac REMICS
Series 4162, Class P, 3.000%, 2/15/2033
    71,322  
  2,589,299     GS Mortgage-Backed Securities Trust
Series 2024-95, Class AB, 2.500%, 6/20/2045
    2,404,722  
              12,047,695  
        AGENCY POOL ADJUSTABLE RATE — 1.0%        
        Fannie Mae Pool        
  320,538     1.729% (30-Day SOFR Average+211 basis points), 7/1/2051(b)     292,780  
  2,617,811     1.969% (30-Day SOFR Average+207.716 basis points), 8/1/2051(b)     2,409,113  
  216,038     1.606% (30-Day SOFR Average+209.4 basis points), 9/1/2051(b)     196,032  
  1,402,706     1.957% (30-Day SOFR Average+212 basis points), 1/1/2052(b)     1,282,745  
  2,486,066     1.886% (30-Day SOFR Average+233.495 basis points), 4/1/2052(b)     2,267,520  
        Freddie Mac Non Gold Pool        
  944,483     1.662% (30-Day SOFR Average+213 basis points), 9/1/2051(b)     857,777  
  1,228,300     2.556% (30-Day SOFR Average+213 basis points), 3/1/2052(b)     1,142,341  
  849,500     2.544% (30-Day SOFR Average+214 basis points), 5/1/2052(b)     791,196  
  8,610,601     2.160% (30-Day SOFR Average+217.815 basis points), 7/1/2052(b)     7,892,923  
  1,065,680     3.311% (30-Day SOFR Average+222.209 basis points), 11/1/2052(b)     1,023,318  
  1,242,932     2.166% (30-Day SOFR Average+217.906 basis points), 5/1/2053(b)     1,139,553  
              19,295,298  
        AGENCY POOL FIXED RATE — 19.4%        
        Fannie Mae Pool        
  6,838,181     1.500%, 12/1/2035     6,216,307  
  1,812,778     1.500%, 12/1/2035     1,639,424  
  867,059     1.500%, 3/1/2036     786,040  
  2,314,492     1.000%, 4/1/2036     2,021,963  
  553,669     1.500%, 4/1/2036     501,933  
 10 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)        
        AGENCY POOL FIXED RATE (Continued)        
$ 2,270,647     1.500%, 4/1/2036   $ 2,058,474  
  1,647,869     1.500%, 5/1/2036     1,493,890  
  3,630,456     1.500%, 6/1/2036     3,291,221  
  791,686     1.500%, 6/1/2036     717,463  
  1,402,102     1.500%, 7/1/2036     1,270,650  
  9,972,540     1.500%, 8/1/2036     9,040,692  
  723,432     1.500%, 8/1/2036     655,607  
  3,758,756     1.000%, 9/1/2036     3,272,877  
  1,245,168     1.500%, 9/1/2036     1,128,429  
  3,003,676     1.500%, 10/1/2036     2,722,069  
  2,313,643     1.000%, 11/1/2036     2,005,477  
  13,300,016     1.000%, 12/1/2036     11,528,700  
  687,641     1.000%, 12/1/2036     596,058  
  17,848,064     1.000%, 3/1/2037     15,471,032  
  8,485,578     1.500%, 3/1/2037     7,692,674  
  6,386,567     1.500%, 8/1/2037     5,783,810  
  1,653,286     2.000%, 6/1/2040     1,462,493  
  616,196     2.000%, 9/1/2040     544,200  
  671,471     2.000%, 10/1/2040     592,726  
  425,334     1.500%, 11/1/2040     362,469  
  3,663,052     2.000%, 11/1/2040     3,231,609  
  2,023,324     1.500%, 12/1/2040     1,722,914  
  2,539,495     2.000%, 12/1/2040     2,238,895  
  762,025     1.500%, 1/1/2041     648,389  
  2,754,257     1.500%, 2/1/2041     2,341,688  
  7,234,673     1.500%, 3/1/2041     6,146,751  
  270,463     1.500%, 4/1/2041     229,456  
  6,321,943     1.500%, 5/1/2041     5,359,903  
  1,544,052     2.500%, 5/1/2041     1,391,282  
  7,054,287     1.500%, 7/1/2041     5,969,512  
  933,491     2.000%, 7/1/2041     819,215  
  8,794,141     2.000%, 9/1/2041     7,756,491  
  7,116,792     1.500%, 10/1/2041     6,003,634  
  15,099,504     1.500%, 11/1/2041     12,729,042  
  3,036,831     1.500%, 11/1/2041     2,560,005  
  2,572,611     1.500%, 12/1/2041     2,167,098  
  12,799,530     1.500%, 1/1/2042     10,772,327  
  1,493,729     1.500%, 1/1/2042     1,261,626  
  2,736,113     1.500%, 2/1/2042     2,322,401  
  858,840     1.500%, 3/1/2042     725,062  
  2,728,203     1.500%, 3/1/2042     2,317,627  
  4,856,474     1.500%, 3/1/2042     4,106,662  
  7,221,990     1.500%, 3/1/2042     6,102,557  
 11 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)        
        AGENCY POOL FIXED RATE (Continued)        
$ 4,765,305     1.500%, 3/1/2042   $ 4,013,823  
  8,894,327     1.500%, 3/1/2042     7,502,140  
  2,194,504     2.000%, 8/1/2042     1,922,805  
  7,433,615     2.000%, 8/1/2042     6,490,141  
  3,083,738     3.500%, 4/1/2044     2,926,155  
  4,862,169     4.000%, 6/1/2045     4,761,850  
  10,998,661     4.000%, 3/1/2046     10,777,038  
  1,039,715     4.000%, 7/1/2046     1,017,865  
  700,928     4.000%, 7/1/2046     678,353  
  1,186,625     4.000%, 10/1/2046     1,161,583  
  659,433     4.000%, 10/1/2046     645,945  
  996,952     4.000%, 3/1/2048     975,135  
  5,228,295     4.500%, 1/1/2050     5,233,645  
  4,612,177     4.500%, 1/1/2050     4,617,752  
        Freddie Mac Pool        
  9,128,464     1.500%, 11/1/2035     8,298,309  
  872,142     1.500%, 11/1/2035     788,740  
  3,300,749     1.500%, 1/1/2036     2,990,342  
  420,603     1.500%, 4/1/2036     381,301  
  1,190,374     1.000%, 5/1/2036     1,038,849  
  694,719     1.500%, 5/1/2036     629,803  
  1,665,484     1.500%, 6/1/2036     1,505,695  
  824,991     1.000%, 7/1/2036     717,496  
  2,944,362     1.500%, 8/1/2036     2,668,317  
  1,198,297     1.000%, 10/1/2036     1,045,619  
  2,202,628     1.500%, 10/1/2036     1,996,123  
  8,491,518     1.500%, 10/1/2036     7,698,058  
  650,773     1.500%, 11/1/2036     589,964  
  2,639,094     2.000%, 6/1/2040     2,334,705  
  582,524     2.000%, 8/1/2040     514,700  
  350,696     4.000%, 10/1/2040     343,781  
  10,353,597     1.500%, 11/1/2040     8,823,577  
  319,149     4.000%, 11/1/2040     312,960  
  750,359     2.000%, 12/1/2040     661,483  
  500,008     1.500%, 2/1/2041     425,776  
  6,503,788     1.500%, 2/1/2041     5,524,570  
  4,323,222     1.500%, 3/1/2041     3,672,719  
  17,050,136     1.500%, 3/1/2041     14,483,821  
  3,793,843     1.500%, 4/1/2041     3,217,844  
  15,571,246     1.500%, 5/1/2041     13,198,993  
  12,244,784     1.500%, 6/1/2041     10,370,442  
  7,354,231     1.500%, 7/1/2041     6,222,381  
  7,427,527     1.500%, 8/1/2041     6,279,027  
 12 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)        
        AGENCY POOL FIXED RATE (Continued)        
$ 1,004,634     2.000%, 8/1/2041   $ 880,660  
  4,711,810     1.500%, 9/1/2041     3,980,519  
  3,234,649     1.500%, 10/1/2041     2,728,732  
  528,715     1.500%, 11/1/2041     448,111  
  2,620,567     1.500%, 11/1/2041     2,209,203  
  8,176,124     1.500%, 12/1/2041     6,888,400  
  4,500,435     1.500%, 12/1/2041     3,820,127  
  654,505     1.500%, 1/1/2042     553,411  
  6,060,114     1.500%, 1/1/2042     5,116,491  
  4,796,903     1.500%, 4/1/2042     4,078,314  
  3,961,608     2.000%, 5/1/2042     3,468,843  
  2,675,850     2.000%, 8/1/2042     2,341,713  
  2,740,709     2.000%, 8/1/2042     2,404,315  
  6,572,579     4.500%, 12/1/2045     6,580,567  
              376,739,855  
        AGENCY STRIPPED — 0.0%        
  19,009     Fannie Mae Interest Strip
Series 284, Class 1, 0.000%, 7/25/2027
    18,463  
        NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 6.9%        
        GS Mortgage-Backed Securities Trust        
  1,620,901     Series 2021-PJ4, Class A8, 2.500%, 9/25/2051(a),(b)     1,462,353  
  6,285,369     Series 2021-PJ5, Class A8, 2.500%, 10/25/2051(a),(b)     5,664,545  
  5,947,319     Series 2021-PJ6, Class A8, 2.500%, 11/25/2051(a),(b)     5,347,756  
  4,050,585     Series 2021-PJ7, Class A8, 2.500%, 1/25/2052(a),(b)     3,634,530  
  1,672,237     Series 2021-PJ10, Class A8, 2.500%, 3/25/2052(a),(b)     1,497,762  
  896,018     Series 2022-PJ1, Class A8, 2.500%, 5/28/2052(a),(b)     799,814  
  6,011,887     Series 2022-PJ2, Class A24, 3.000%, 6/25/2052(a),(b)     5,501,543  
  1,667,282     Series 2022-PJ3, Class A22, 2.500%, 8/25/2052(a),(b)     1,490,967  
  833,291     Series 2022-PJ3, Class A24, 3.000%, 8/25/2052(a),(b)     761,875  
  5,476,615     Series 2022-PJ4, Class A22, 2.500%, 9/25/2052(a),(b)     4,887,265  
  1,108,490     Series 2022-PJ4, Class A24, 3.000%, 9/25/2052(a),(b)     1,011,759  
  12,887,891     Series 2022-PJ5, Class A22, 2.500%, 10/25/2052(a),(b)     11,460,321  
  8,076,104     Series 2022-PJ6, Class A15, 2.500%, 1/25/2053(a),(b)     7,187,852  
        J.P. Morgan Mortgage Trust        
  658,813     Series 2021-6, Class A4, 2.500%, 10/25/2051(a),(b)     594,946  
  3,190,255     Series 2021-7, Class A4, 2.500%, 11/25/2051(a),(b)     2,878,371  
  2,232,502     Series 2021-10, Class A4A, 2.000%, 12/25/2051(a),(b)     1,961,674  
  6,003,096     Series 2021-10, Class A4, 2.500%, 12/25/2051(a),(b)     5,391,419  
  1,957,069     Series 2021-8, Class A4, 2.500%, 12/25/2051(a),(b)     1,764,978  
  6,866,887     Series 2021-11, Class A4, 2.500%, 1/25/2052(a),(b)     6,183,394  
  9,446,797     Series 2021-13, Class A4, 2.500%, 4/25/2052(a),(b)     8,525,205  
 13 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)        
        NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION (Continued)        
$ 1,373,158     Series 2021-15, Class A4, 2.500%, 6/25/2052(a),(b)   $ 1,230,687  
  11,939,385     Series 2022-1, Class A4, 2.500%, 7/25/2052(a),(b)     10,680,863  
  530,583     Series 2022-3, Class A4A, 2.500%, 8/25/2052(a),(b)     474,087  
  896,450     Series 2022-4, Class A4, 3.000%, 10/25/2052(a),(b)     819,506  
  110,281     Series 2022-8, Class A4A, 4.000%, 1/25/2053(a),(b)     105,788  
  405,663     Series 2024-7, Class A4, 3.000%, 4/25/2053(a),(b)     367,517  
  3,996,584     Series 2024-3, Class A4, 3.000%, 5/25/2054(a),(b)     3,650,167  
  4,324,151     Series 2025-1, Class A4, 3.688%, 1/25/2063(a),(b)     4,064,562  
        OBX Trust        
  395,767     Series 2021-J3, Class A4, 2.500%, 10/25/2051(a),(b)     355,985  
  6,536,069     Series 2022-J1, Class A3, 3.000%, 2/25/2052(a),(b)     5,954,153  
  915,387     Pretium Mortgage Credit Partners LLC
Series 2024-RPL1, Class A1, 3.900%, 10/25/2063(a),(b)
    882,783  
  2,561,000     Progress Residential Trust
Series 2025-SFR6, Class A, 4.000%, 12/17/2042(a),(b)
    2,494,374  
        Sequoia Mortgage Trust        
  2,447,990     Series 2021-4, Class A4, 2.500%, 6/25/2051(a),(b)     2,203,999  
  988,374     Series 2021-5, Class A4, 2.500%, 7/25/2051(a),(b)     889,278  
  2,184,156     Series 2021-6, Class A4, 2.500%, 10/25/2051(a),(b)     1,956,488  
  3,462,007     Series 2021-9, Class A4, 2.500%, 1/25/2052(a),(b)     3,095,373  
  710,451     Series 2022-1, Class A4, 2.500%, 2/25/2052(a),(b)     634,576  
  8,246,539     Series 2025-S1, Class A4, 2.500%, 9/25/2054(a),(b)     7,353,109  
        Towd Point Mortgage Trust        
  104,782     Series 2018-2, Class A1, 3.250%, 3/25/2058(a),(b)     103,930  
  3,302,920     Series 2019-4, Class A1, 2.900%, 10/25/2059(a),(b)     3,204,605  
  545,605     Series 2020-4, Class A1, 1.750%, 10/25/2060(a)     502,831  
  1,447,668     Series 2023-1, Class A1, 3.750%, 1/25/2063(a)     1,409,585  
        Wells Fargo Mortgage Backed Securities        
  989,973     Series 2021-2, Class A3, 2.500%, 6/25/2051(a),(b)     888,464  
  413,721     Series 2022-1, Class A3, 2.500%, 8/25/2051(a),(b)     369,587  
  2,158,787     Series 2022-2, Class A4, 2.500%, 12/25/2051(a),(b)     1,923,005  
              133,623,631  
        TOTAL RESIDENTIAL MORTGAGE-BACKED SECURITIES        
        (Cost $526,208,577)     541,724,942  
        U.S. TREASURY NOTES & BONDS — 23.6%        
        U.S. Treasury Note        
  80,491,000     3.875%, 7/31/2030     81,094,682  
  102,514,000     3.625%, 8/31/2030     102,237,725  
  42,097,000     3.625%, 9/30/2030     41,939,136  
  10,896,000     4.625%, 9/30/2030     11,324,554  
  174,687,000     3.625%, 10/31/2030     173,977,334  

 14 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        U.S. TREASURY NOTES & BONDS (Continued)        
$ 47,761,000     3.500%, 11/30/2030   $ 47,290,607  
        TOTAL U.S. TREASURY NOTES & BONDS        
        (Cost $456,528,269)     457,864,038  
        TOTAL BONDS & DEBENTURES        
        (Cost $1,652,113,486)     1,686,376,609  

  

Number
of Shares
           
        COMMON STOCKS — 0.2%        
        REAL ESTATE SERVICES — 0.1%        
  58,520     Copper Property CTL Pass Through Trust(e)     658,350  
        TELECOMMUNICATIONS — 0.0%        
  11,258     Uniti Group, Inc.*     78,918  
        TRANSPORTATION & LOGISTICS — 0.1%        
  75,292     PHI Group, Inc.(d),(e)     2,409,344  
        TOTAL COMMON STOCKS        
        (Cost $1,733,607)     3,146,612  
        PREFERRED STOCKS — 0.0%        
        INDUSTRIALS — 0.0%        
  72     Uniti Group, Inc. - Series A, 11.000%(d),(e)     71,820  
        TOTAL PREFERRED STOCKS        
        (Cost $148,804)     71,820  
        WARRANTS — 0.0%        
  2,179     Uniti Group, Inc. , Expiration Date: August 11, 2035*,(d),(e)     15,079  
        TOTAL WARRANTS        
        (Cost $0)     15,079  
        SHORT-TERM INVESTMENTS — 12.4%        
        MONEY MARKET INVESTMENTS — 0.8%        
  15,012,708     Morgan Stanley Institutional Liquidity Treasury Portfolio - Institutional Class, 3.64%(j)     15,012,708  

  

Principal
Amount
           
        TREASURY BILLS — 11.6%        
        U.S. Treasury Bill        
$ 51,444,000     3.66%, 1/8/2026(k)     51,407,922  
  69,734,000     3.62%, 1/15/2026(k)     69,637,214  
  57,691,000     3.60%, 1/22/2026(k)     57,571,888  
 15 

 

FPA Flexible Fixed Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of December 31, 2025

 

 

Principal
Amount
        Value  
        TREASURY BILLS (Continued)        
$ 46,331,000     3.52%, 1/29/2026(k)   $ 46,206,710  
              224,823,734  
        TOTAL SHORT-TERM INVESTMENTS        
        (Cost $239,836,442)     239,836,442  
        TOTAL INVESTMENTS — 99.5%        
        (Cost $1,893,832,339)     1,929,446,562  
        Other Assets in Excess of Liabilities — 0.5%     9,966,684  
        TOTAL NET ASSETS — 100.0%   $ 1,939,413,246  

  

BDC – Business Development Company

IO – Interest Only

LLC – Limited Liability Company

LP – Limited Partnership

 

* Non-income producing security.
(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 $498,680,811, which represents 25.71% of Total Net Assets.
(b) Variable or floating rate security.
(c) 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.
(d) The value of these securities was determined using significant unobservable inputs.  These are reported as Level 3 securities in the Fair Value Hierarchy.
(e) Restricted securities. These restricted securities, most of which are considered liquid by the Adviser, 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. The total value of these securities is $18,932,787, which represents 0.98% of Total Net Assets.
(f) Security is in default.
(g) As of December 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) All or a portion of the loan is unfunded.
(i) Payment-in-kind interest is generally paid by issuing additional par/shares of the security rather than paying cash.
(j) The rate is the annualized seven-day yield at period end.
(k) Treasury bill discount rate.

 

See accompanying Notes to Financial Statements.

 16 

 

FPA Flexible Fixed Income Fund

STATEMENT OF ASSETS AND LIABILITIES

As of December 31, 2025 

 

 

Assets:      
Investments, at value (cost $1,893,832,339)   $ 1,929,446,562  
Cash     22,924,105  
Receivables:        
Investment securities sold     131,737  
Fund shares sold     1,678,277  
Dividends and interest     9,245,849  
Prepaid expenses     43,470  
Total assets     1,963,470,000  
         
Liabilities:        
Payables:        
Investment securities purchased     22,926,363  
Fund shares redeemed     202,964  
Advisory fees     630,304  
Shareholder servicing fees (Note 6)     78,053  
Fund services fees     150,160  
Shareholder reporting fees     15,581  
Auditing fees     15,577  
Trustees' deferred compensation (Note 3)     10,913  
Legal fees     10,388  
Trustees' fees and expenses     8,292  
Chief Compliance Officer fees     693  
Accrued other expenses     7,466  
Total liabilities     24,056,754  
Commitments and contingencies (Notes 3 and 8)        
Net Assets   $ 1,939,413,246  
         
Components of Net Assets:        
Capital Stock (no par value with an unlimited number of shares authorized)   $ 1,903,832,077  
Total distributable earnings (accumulated deficit)     35,581,169  
Net Assets   $ 1,939,413,246  
         
Maximum Offering Price per Share:        
Investor Class Shares:1        
Net assets applicable to shares outstanding   $ 3,360,775  
Shares of beneficial interest issued and outstanding     324,312  
Redemption price per share   $ 10.36  
         
Institutional Class Shares:        
Net assets applicable to shares outstanding   $ 1,862,957,213  
Shares of beneficial interest issued and outstanding     179,617,096  
Redemption price per share   $ 10.37  
         
Advisor Class Shares:        
Net assets applicable to shares outstanding   $ 73,095,258  
Shares of beneficial interest issued and outstanding     7,052,488  
Redemption price per share   $ 10.36  

 

1 The Investor Class commenced operations on July 1, 2025. The data shown reflects operations for the period July 1, 2025 to December 31, 2025.

 

See accompanying Notes to Financial Statements.

 17 

 

FPA Flexible Fixed Income Fund

STATEMENT OF OPERATIONS

For the Year Ended December 31, 2025 

 

 

Investment income:      
Interest   $ 77,479,567  
Dividends     175,573  
Total investment income     77,655,140  
         
Expenses:        
Advisory fees     8,095,755  
Shareholder servicing fees - Investor Class (Note 6)     1,562  
Shareholder servicing fees - Institutional Class (Note 6)     1,121,502  
Shareholder servicing fees - Advisor Class (Note 6)     64,589  
Fund services fees     620,718  
Registration fees     184,750  
Shareholder reporting fees     111,424  
Trustees' fees and expenses     58,767  
Legal fees     32,569  
Insurance fees     18,120  
Auditing fees     16,077  
Miscellaneous     8,825  
Chief Compliance Officer fees     3,327  
Total expenses     10,337,985  
Advisory fees waived and shareholder servicing fees reimbursed (Note 3 and 6)     (1,331,221 )
Net expenses     9,006,764  
Net investment income (loss)     68,648,376  
         
Realized and Unrealized Gain (Loss):        
Net realized gain (loss) on:        
Investments     6,710,124  
Total realized gain (loss)     6,710,124  
Net change in unrealized appreciation (depreciation) on:        
Investments     36,262,391  
Net change in unrealized appreciation (depreciation)     36,262,391  
Net realized and unrealized gain (loss)     42,972,515  
         
Net Increase (Decrease) in Net Assets from Operations   $ 111,620,891  

 

See accompanying Notes to Financial Statements.

 18 

 

FPA Flexible Fixed Income Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    For the
Year Ended
December 31, 2025
    For the
Year Ended
December 31, 2024
 
Increase (Decrease) in Net Assets from:                
Operations:                
Net investment income (loss)   $ 68,648,376     $ 57,167,257  
Total realized gain (loss) on investments     6,710,124       305,556  
Net change in unrealized appreciation (depreciation) on investments     36,262,391       566,008  
Net increase (decrease) in net assets resulting from operations     111,620,891       58,038,821  
                 
Distributions to Shareholders:                
Distributions:                
Investor Class     (31,424 )     -  
Institutional Class     (64,794,783 )     (53,343,853 )
Advisor Class     (2,983,571 )     (2,840,087 )
Total distributions to shareholders     (67,809,778 )     (56,183,940 )
                 
Capital Transactions:                
Net proceeds from shares sold:                
Investor Class     4,645,967 1      -  
Institutional Class     856,771,446       516,543,240  
Advisor Class     45,297,587       34,149,517  
Reinvestment of distributions:                
Investor Class     31,424 1      -  
Institutional Class     52,921,359       43,651,502  
Advisor Class     1,103,278       1,004,808  
Cost of shares redeemed:                
Investor Class     (1,311,641 )1      -  
Institutional Class     (338,618,010 )     (220,696,475 )
Advisor Class     (40,378,436 )     (19,113,261 )
Net increase (decrease) in net assets from capital transactions     580,462,974       355,539,331  
                 
Total increase (decrease) in net assets     624,274,087       357,394,212  
                 
Net Assets:                
Beginning of period     1,315,139,159       957,744,947  
End of period   $ 1,939,413,246     $ 1,315,139,159  
Capital Share Transactions:                
Shares sold:                
Investor Class     447,667 1      -  
Institutional Class     83,463,665       51,032,150  
Advisor Class     4,421,175       3,371,824  
Shares reinvested:                
Investor Class     3,030 1      -  
Institutional Class     5,146,898       4,327,415  
Advisor Class     107,549       99,631  
Shares redeemed:                
Investor Class     (126,385 )1      -  
Institutional Class     (33,054,153 )     (21,836,219 )
Advisor Class     (3,934,851 )     (1,885,848 )
Net increase (decrease) in capital share transactions     56,474,595       35,108,953  

 

1 The Investor Class commenced operations on July 1, 2025. The data shown reflects operations for the period July 1, 2025 to December 31, 2025.

 

See accompanying Notes to Financial Statements.

 19 

 

FPA Flexible Fixed Income Fund

FINANCIAL HIGHLIGHTS

Investor Class

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

   

For the
Period Ended
December 31,
20251

 
Net asset value, beginning of period   $ 10.27  
Income from Investment Operations:        
Net investment income (loss)2     0.21  
Net realized and unrealized gain     0.10  
Total from investment operations     0.31  
         
Less Distributions:        
From net investment income     (0.22 )
Total distributions     (0.22 )
Net asset value, end of period   $ 10.36  
         
Total return3     3.03 %4 
         
Ratios and Supplemental Data:        
Net assets, end of period (in thousands)   $ 3,361  
         
Ratio of expenses to average net assets:        
Before fees waived and expenses absorbed     0.81 %5 
After fees waived and expenses absorbed     0.65 %5 
Ratio of net investment income (loss) to average net assets:        
Before fees waived and expenses absorbed     3.80 %5 
After fees waived and expenses absorbed     3.96 %5 
         
Portfolio turnover rate     48 %5 

 

1 The Investor Class commenced operations on July 1, 2025. The data shown reflects operations for the period July 1, 2025 to December 31, 2025.
2 Based on average shares outstanding for the period.
3 Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.
4 Not annualized.
5 Annualized.

 

See accompanying Notes to Financial Statements.

 20 

 

FPA Flexible Fixed Income Fund

FINANCIAL HIGHLIGHTS

Institutional Class

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

    For the
Year Ended
December 31,
 
    2025     2024     2023    

20221

   

20211

 
Net asset value, beginning of period   $ 10.08     $ 10.04     $ 9.68     $ 10.24     $ 10.29  
Income from Investment Operations:                                        
Net investment income (loss)2     0.44       0.50       0.50       0.29       0.20  
Net realized and unrealized gain (loss)     0.28       0.02       0.34       (0.57 )     (0.02 )
Total from investment operations     0.72       0.52       0.84       (0.28 )     0.18  
                                         
Less Distributions:                                        
From net investment income     (0.43 )     (0.48 )     (0.48 )     (0.28 )     (0.20 )
From net realized gain     -       -       -       -       (0.03 )
Total distributions     (0.43 )     (0.48 )     (0.48 )     (0.28 )     (0.23 )
Net asset value, end of period   $ 10.37     $ 10.08     $ 10.04     $ 9.68     $ 10.24  
                                         
Total return3     7.23 %     5.29 %     9.02 %     (2.82 )%     1.77 %
                                         
Ratios and Supplemental Data:                                        
Net assets, end of period (in thousands)   $ 1,862,957     $ 1,250,081     $ 908,830     $ 684,315     $ 666,786  
                                         
Ratio of expenses to average net assets:                                        
Before fees waived and expenses absorbed     0.63 %     0.62 %     0.63 %     0.67 %     0.71 %
After fees waived and expenses absorbed     0.55 %     0.55 %4      0.54 %5      0.51 %     0.49 %
Ratio of net investment income (loss) to average net assets:                                        
Before fees waived and expenses absorbed     4.16 %     4.83 %     4.97 %     2.75 %     1.69 %
After fees waived and expenses absorbed     4.24 %     4.90 %     5.06 %     2.91 %     1.91 %
                                         
Portfolio turnover rate     48 %     58 %     55 %     31 %     35 %

 

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 Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.
4 Effective May 1, 2024, the Adviser contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed 0.554% of the average daily net assets. Prior to May 1, 2024, the limit of the annual operating expenses was 0.55%.
5 Effective May 1, 2023, the Adviser contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed 0.55% of the average daily net assets. Prior to May 1, 2023, the limit of the annual operating expenses was 0.52%.

 

See accompanying Notes to Financial Statements. 

 21 

 

FPA Flexible Fixed Income Fund

FINANCIAL HIGHLIGHTS

Advisor Class

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

    For the
Year Ended
December 31,
    For the
Period Ended
December 31,
 
    2025     2024     2023    

20221

    20211,2  
Net asset value, beginning of period   $ 10.07     $ 10.04     $ 9.68     $ 10.24     $ 10.32  
Income from Investment Operations:                                        
Net investment income (loss) 3     0.43       0.49       0.49       0.34       0.13  
Net realized and unrealized gain (loss)     0.28       0.02       0.34       (0.63 )     (0.05 )
Total from investment operations     0.71       0.51       0.83       (0.29 )     0.08  
                                         
Less Distributions:                                        
From net investment income     (0.42 )     (0.48 )     (0.47 )     (0.27 )     (0.13 )
From net realized gain     -       -       -       -       (0.03 )
Total distributions     (0.42 )     (0.48 )     (0.47 )     (0.27 )     (0.16 )
Net asset value, end of period   $ 10.36     $ 10.07     $ 10.04     $ 9.68     $ 10.24  
                                         
Total return4     7.22 %     5.16 %     8.86 %     (2.79 )%     0.85 %
Ratios and Supplemental Data:                                        
Net assets, end of period (in thousands)   $ 73,095     $ 65,058     $ 48,915     $ 1,083     $ 32  
                                         
Ratio of expenses to average net assets:                                        
Before fees waived and expenses absorbed     0.65 %     0.65 %     0.68 %     0.70 %     3.06 %5 
After fees waived and expenses absorbed     0.60 %     0.60 %6      0.59 %7      0.56 %     0.59 %5 
Ratio of net investment income to average net assets:                                        
Before fees waived and expenses absorbed     4.16 %     4.80 %     4.93 %     3.32 %     (0.69 )%5 
After fees waived and expenses absorbed     4.21 %     4.85 %     5.02 %     3.45 %     1.79 %5 
                                         
Portfolio turnover rate     48 %     58 %     55 %     31 %     35 %5 

 

1 Audits performed for the fiscal years indicated by the Fund's previous auditor, Ernst & Young LLP.
2 The Advisor Class commenced operations on April 16, 2021. The data shown reflects operations for the period April 16, 2021 to December 31, 2021.
3 Based on average shares outstanding for the period.
4 Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.
5 Annualized.
6 Effective May 1, 2024, the Adviser contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed 0.604% of the average daily net assets. Prior to May 1, 2024, the limit of the annual operating expenses was 0.60%.
7 Effective May 1, 2023, the Adviser contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed 0.60% of the average daily net assets. Prior to May 1, 2023, the limit of the annual operating expenses was 0.57%.

 

See accompanying Notes to Financial Statements.

 22 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS

December 31, 2025

 

 

Note 1 – Organization

FPA Flexible Fixed Income Fund (the “Fund”), is a diversified series of Investment Managers Series Trust III (the “Trust”) which is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary investment objective is to seek long-term total return, which includes income and capital appreciation, while considering capital preservation. First Pacific Advisors, LP (the "Adviser") has served as the Fund's investment adviser since December 31, 2018.

 

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting 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 management of the Fund’s 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.

 

(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.

 23 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

(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.

 

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) Asset-Backed Securities

Asset-backed securities include pools of mortgages, loans, receivables or other assets. Payment of principal and interest may be largely dependent upon the cash flows generated by the assets backing the securities, and, in certain cases, supported by letters of credit, surety bonds, or other credit enhancements. The value of asset-backed securities may also be affected by the creditworthiness of the servicing agent for the pool, the originator of the loans or receivables, or the financial institution(s) providing the credit support. In addition, asset-backed securities are not backed by any governmental agency.

 24 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

Collateralized Debt Obligations (“CDOs”) include Collateralized Bond Obligations (“CBOs”), Collateralized Loan Obligations (“CLOs”) and other similarly structured securities. CBOs and CLOs are types of asset backed securities. A CBO is a trust which is backed by a diversified pool of high risk, below investment grade fixed income securities. A CLO is a trust typically collateralized by a pool of loans, which may include, among others, domestic and foreign senior secured loans, senior unsecured loans, and subordinate corporate loans, including loans that may be rated below investment grade or equivalent unrated loans. The risks of an investment in a CDO depend largely on the type of the collateral securities and the class of the CDO in which a Fund invests. CDOs carry additional risks including, but not limited to, (i) the possibility that distributions from collateral securities will not be adequate to make interest or other payments, (ii) the collateral may decline in value or default, (iii) a Fund may invest in CDOs that are subordinate to other classes, and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the issuer or unexpected investment results.

 

(e) 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.

 

(f) 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.

 

(g) Currency Translation

Assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued.

 

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at year-end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

 25 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

(h) 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.

 

(i) 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.

 

(j) 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 December 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.

 

(k) 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.

 26 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

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.

 

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 contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that 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, redemption liquidity service expenses, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business) do not exceed 0.604%, 0.554%, and 0.654% of the Fund’s average daily net assets for the one-year period ending June 30, 2026, for the Advisor Class, Institutional Class, and Investor Class, respectively.

 

For the year ended December 31, 2025, the Adviser waived a portion of its advisory fees totaling $ 180,494 for the Fund. Any expenses reimbursed to the Fund by the Adviser during any of the previous 36 months may be recouped by the Adviser, provided the Fund’s Total Annual Fund Operating Expenses do not exceed 0.64% of the average net assets of the Fund attributable to the Institutional Class, 0.74% of the average net assets of the Fund attributable to the Advisor Class, and 0.79% of the average net assets of the Fund attributable to the Investor Class for any subsequent calendar year, regardless of whether there is a then-effective higher expense limit. This agreement may only be terminated earlier by the Fund’s Board of Trustees or upon termination of the Advisory Agreement. The potential recoverable amount is noted as "Commitments and contingencies" as reported on the Statement of Assets and Liabilities. The Adviser may recapture all or a portion of this amount no later than dates stated below:

 

December 31, 2026   $ 774,947  
December 31, 2027     802,310  
December 31, 2028     1,331,221  
Total   $ 2,908,478  

 

UMB Fund Services, Inc. ("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 year ended December 31, 2025, are reported as fund services fees on the Statement of Operations.

 

Distribution Services, LLC serves as the Fund’s distributor (the “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 Adviser or co-administrators. For the year ended December 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.

 27 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

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 year ended December 31, 2025 are reported on the Statement of Operations.

 

Note 4 – Federal Income Taxes

At December 31, 2025, gross unrealized appreciation/(depreciation) of investments, based on cost for federal income tax purposes were as follows:

 

Cost of investments   $ 1,893,042,392  
         
Gross unrealized appreciation   $ 38,454,891  
Gross unrealized depreciation     (2,050,721 )
         
Net unrealized appreciation/(depreciation)   $ 36,404,170  

 

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.

 

GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the year ended December 31, 2025, permanent differences in book and tax have been reclassified to paid-in capital and total distributable earnings/(deficit) as follows:

 

Increase (Decrease)
  Paid-in Capital       Total distributable earnings/(deficit)  
$ -     $ -  

 

As of December 31, 2025, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed ordinary income   $ 650,420  
Undistributed long-term capital gains     -  
Tax accumulated earnings     650,420  
         
Accumulated capital and other losses     (1,462,508 )
Unrealized appreciation/(depreciation) on investments     36,404,170  
Deferred compensation     (10,913 )
Total accumulated earnings/(deficit)   $ 35,581,169  

 28 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

The tax character of distributions paid during the fiscal years ended December 31, 2025 and December 31, 2024, were as follows:

 

    2025     2024  
Distributions paid from:                
Ordinary income   $ 67,809,778     $ 56,183,940  
Net long-term capital gains     -       -  
Total distributions paid   $ 67,809,778     $ 56,183,940  

 

As of December 31, 2025, the Fund had non-expiring capital loss carryforwards as follows:

 

    2025  
Short-term   $ -  
Long-term     1,455,360  
Total capital loss carryforwards   $ 1,455,360  

 

During the tax year ended December 31, 2025, the Fund utilized $3,396,799 of short-term and $4,754,583 of long-term non-expiring capital loss carryforwards, respectively.

 

Note 5 – Investment Transactions

For the year ended December 31, 2025, purchases and sales of investments, excluding short-term investments, were $ 1,119,723,132 and $ 713,699,104, respectively.

 

Note 6 – 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%, 0.15%, and 0.25% of its average daily net assets attributable to Institutional Class, Advisor Class, and Investor Class shares, 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. For the year ended December 31, 2025, the Adviser reimbursed shareholder servicing fees of $1,121,503, $28,297, and $927 for the Institutional Class, Advisor Class, and Investor Class shares, respectively.

 

Note 7 – 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 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 December 31, 2025, the total unfunded amount was 0.02% of the Fund’s net assets.

 29 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

As of December 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   $ 341,263     $ (356 )   $ (40,952 )   $ (40,596 )   $ 341,263  

 

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.

 

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 December 31, 2025, in valuing the Fund’s assets carried at fair value:

 30 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

Investments   Level 1     Level 2     Level 3     Total  
Asset-Backed Securities                                
Auto   $ -     $ 66,120,969     $ -     $ 66,120,969  
Collateralized Loan Obligation     -       40,198,949       -       40,198,949  
Equipment     -       151,480,318       -       151,480,318  
Other     -       119,520,775       -       119,520,775  
Commercial Mortgage-Backed Securities                                
Agency     -       159,877,097       -       159,877,097  
Agency Stripped     -       853,171       -       853,171  
Non-Agency     -       87,929,806       -       87,929,806  
Corporate Bank Debt     -       2,785,294       1,811,587       4,596,881  
Corporate Bonds                                
Communications     -       12,854,628       -       12, 854,628  
Consumer Discretionary     -       7,718,352       -       7,718,352  
Financials     -       24,455,370       10,201,000       34,656,370  
Health Care     -       980,313       -       980,313  
Residential Mortgage-Backed Securities                                
Agency Collateralized Mortgage Obligation     -       12,047,695       -       12,047,695  
Agency Pool Adjustable Rate     -       19,295,298       -       19, 295,298  
Agency Pool Fixed Rate     -       376,739,855       -       376,739,855  
Agency Stripped     -       18,463       -       18,463  
Non-Agency Collateralized Mortgage Obligation     -       133,623,631       -       133,623,631  
U.S. Treasury Notes & Bonds     -       457,864,038       -       457,864,038  
Common Stocks                                
Real Estate Services     658,350       -       -       658,350  
Telecommunications     78,918       -       -       78,918  
Transportation & Logistics     -       -       2,409,344       2,409,344  
Preferred Stocks                                
Industrials     -       -       71,820       71,820  
Warrants     -       -       15,079       15,079  
Short-Term Investments     15,012,708       224,823,734       -       239,836,442  
    $ 15,749,976     $ 1,899,187,756     $ 14,508,830     $ 1,929,446,562  

 

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining value:

 

Investments   Beginning
value at
December 31,
2024
    Transfers
In/(out) of
Level 3
during the
period
    Total
Realized
gain/loss
    Total Change
in unrealized
appreciation/
depreciation
    Amortization of
Discount
(Amortization of
Premium)
    Net
Purchases
    Net Sales     Ending Value at
December 31,
2025
 
Common Stocks   $ 1,725,371     $ -     $ -     $ 1,056,754     $ (46,005 )   $ -     $ (326,776 )   $ 2,409,344  
Corporate Bank Debt     1,638,579       -       (57,100 )     248,743       1,788       408       (20,831 )     1,811,587  
Corporate Bonds     10,201,000       -       -       -       -       -       -       10,201,000  
Preferred Stocks     -       -       -       (76,984 )     -       148,804       -       71,820  
Warrants     -       -       -       15,079       -       -       -       15,079  
    $ 13,564,950     $ -     $ (57,100 )   $ 1,243,592     $ (44,217 )   $ 149,212     $ (347,607 )   $ 14,508,830  

 31 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

The change in unrealized gains or losses attributable to Level 3 investments held at December 31, 2025 was $1,026,114.

 

Transfers of investments between different levels of the fair value hierarchy are recorded at fair value as of the end of the reporting period. Transfers into Level 3 were due to change in valuation technique from vendor priced to fair valued.

 

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 December 31, 2025.

 

Financial Assets   Fair Value at
December
31, 2025
    Valuation
Technique(s)
  Unobservable
Inputs
  Price/Range   Weighted
Average
Price
    Impact to Valuation From an
Increase in Input(1)
Corporate Bank Debt   $ 1,841,994     Third-Party Broker Quote(2)   Quotes/Prices   $100.75   $ 100.75     Increase
      (30,453 )   Pricing Model(3)   Quotes/Prices     $77.00 - $88.00   $ 85.76     Increase
      47     Asset Approach(4)   Estimated Recovery Proceeds   $0.01   $ 0.01     Increase
Common Stocks     2,409,344     Pricing Model(5)   Last Reported Trade   $32.00   $ 32.00     Increase
Corporate Bonds & Notes     10,201,000     Pricing Model(6)   Cost   $100.00   $ 100.00     Increase
Preferred Stocks     71,820     Pricing Model(6)   Cost   $1000.00   $ 1000.00     Increase
Warrants     15,079     Pricing Model(7)   Quoted Price of Underlying Common  Stock   $6.92   $ 6.92     Increase

 

(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 Third Party Broker Quote technique involves obtaining an independent third-party broker quote for the security.
(3) The Pricing Model technique for Level 3 securities involves recently quoted funding prices of the security.
(4) The Asset Approach technique for Level 3 securities involves the potential of likelihood of future bankruptcy distributions.
(5) The Pricing Model technique for Level 3 securities involves the last reported trade in the security.
(6) 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.
(7) The fair value of the investment is based on yield-to-maturity values that are comparable to other similar fixed-income instruments at similar price levels, which are not congruent with vendor quoted prices for the security.
 32 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

Note 10 – 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 December 31, 2025, the Fund invested in the following restricted securities:

 

Restricted Security  

Initial

Acquisition
Date

  Cost     Fair Value     Fair Value as a
% of Net
Assets
 
Apollo Debt Solutions BDC Senior Notes, 8.620%, 9/28/2028   8/10/2023   $ 3,644,000     $ 3,644,000       0.19 %
Capstone Acquisition Holdings, Inc. Term Loan, 8.316% (1-Month Term SOFR+460 basis points), 11/12/2029   11/12/2020     1,818,540       1,841,994       0.10 %
Copper Property CTL Pass Through Trust   1/17/2019     939,850       658,350       0.04 %
Heartland Dental LLC/Heartland Dental Finance Corp., 10.500% (1-Month Term SOFR+500 basis points), 4/30/2028   5/25/2023     923,387       980,313       0.05 %
Hlend Senior Notes, 8.170%, 3/15/2028   2/16/2023     5,000,000       5,000,000       0.26 %
JC Penney Corp., Inc., 5.568% (3-Month USD Libor+425 basis points), 6/23/2027   2/3/2021     -       46       0.00 %
Lealand Finance Company B.V. Senior Exit LC, 3.500%, 6/30/2027   2/28/2020     (357 )     (40,952 )     0.00 %
McDermott Technology Americas, Inc., 7.830% (1-Month Term SOFR+400 basis points), 12/31/2027   3/25/2024     8,075       10,499       0.00 %
OCREDIT BDC Senior Notes, 7.770%, 3/07/2029   2/22/2024     1,557,000       1,557,000       0.08 %
PHI Group, Inc.   8/19/2019     615,785       2,409,344       0.12 %
Uniti Group, Inc.   11/16/2020     -       15,079       0.00 %
Uniti Group, Inc. - Series A   11/16/2020     148,804       71,820       0.00 %
WH Borrower LLC, Term Loan B, 8.734% (3-Month Term SOFR+450 basis points), 2/20/2032   2/9/2022     2,762,170       2,785,294       0.14 %
        $ 17,417,254     $ 18,932,787       0.98 %

 

Note 11 – 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 other 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 Funds’ performance, the performance of the securities in which the Funds invest and may lead to losses on your investment. The ultimate impact of “Market Disruptions and Geopolitical Risks” on the financial performance of the Funds’ investments is not reasonably estimable at this time. Management is actively monitoring these events.

 33 

 

FPA Flexible Fixed Income Fund

NOTES TO FINANCIAL STATEMENTS (Continued)

December 31, 2025

 

 

Note 12 – New Accounting Pronouncements

In the reporting period, the Funds adopted FASB Accounting Standards Update 2023-09, Income Taxes (Topic 740) — Improvements to Income Tax Disclosures (ASU 2023-09), which enhances income tax disclosures, including disclosure income taxes paid disaggregated by jurisdiction. Adoption of the new standard did not materially impact financial statement disclosures and did not affect the Fund’s financial position or the results of its operations.

 

Note 13 – 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.

 34 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees

and the Shareholders of the FPA Flexible Fixed Income Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of the FPA Flexible Fixed Income Fund (the “Fund”), a series of Investment Managers Series Trust III, including the schedule of investments, as of December 31, 2025, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the three years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2025, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

The financial highlights for each of the two years in the period ended December 31, 2022, were audited by other auditors, whose report dated March 1, 2023 expressed unqualified opinions on those financial highlights.

 

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the auditor of the Fund since 2023.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2025 by correspondence with the custodian, agent banks, brokers, and others or by other appropriate auditing procedures where replies were not received. We believe that our audits provide a reasonable basis for our opinion. 

 

 
  TAIT, WELLER & BAKER LLP

 

Philadelphia, Pennsylvania

February 27, 2026 

 35 

 

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. Incorporated by reference to the Registrant’s Form N-CSR filed March 10, 2023.

 

(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 5/21/26  

 

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 5/21/26  
     
By (Signature and Title) /s/ Rita Dam  
  Rita Dam, Treasurer and Principal Financial Officer  
     
Date 5/21/26