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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 W. Galena Street

Milwaukee, WI 53212

(Address of principal executive offices) (Zip code)

 

Diane J. Drake

Mutual Fund Administration, LLC

2220 E. Route 66, Suite 226

Glendora, CA 91740

(Name and address of agent for service)

 

(626) 385-5777

Registrant’s telephone number, including area code

 

Date of fiscal year end: September 30, 2026

 

Date of reporting period: March 31

   

 

Item 1. Report to Stockholders.

 

(a) The registrant’s semi-annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), is as follows:

 

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:
September 30
Date of reporting period:
March 31, 2026
FPA New Income Fund
Institutional Class/FPNIX
TSR Fund Logo - Cover
SEMI-ANNUAL SHAREHOLDER REPORT | March 31, 2026
This semi-annual shareholder report contains important information about the FPA New Income Fund (“Fund”) for the period of October 1, 2025 to March 31, 2026. You can find additional information about the Fund at https://fpa.com/funds/overview/new-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 New Income Fund
(Institutional Class/FPNIX)
$23 0.45%1
1
Annualized.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $11,054,756,600
Total number of portfolio holdings 341
Portfolio turnover rate as of the end of the reporting period 30%
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, 3.500%, 2/28/2031 9.1%
U.S. Treasury Note, 3.625%, 10/31/2030 7.5%
U.S. Treasury Note, 3.750%, 1/31/2031 7.3%
U.S. Treasury Note, 3.500%, 11/30/2030 3.2%
U.S. Treasury Note, 3.625%, 12/31/2030 2.0%
PHI Group, Inc. 1.0%
Fannie Mae Pool, 1.000%, 3/1/2037 1.0%
Fortress Credit Opportunities Ltd., Series 2017-9A, Class A1TR, 5.484%, 10/15/2033 0.9%
Federal Home Loan Mortgage Corp., Series K096, Class A2, 2.519%, 7/25/2029 0.8%
Verizon Master Trust, Series 2024-2, Class A, 4.830%, 12/22/2031 0.8%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
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/new-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 New Income Fund - Institutional Class
FPA New Income Fund
Investor Class/FPNRX
TSR Fund Logo - Cover
SEMI-ANNUAL SHAREHOLDER REPORT | March 31, 2026
This semi-annual shareholder report contains important information about the FPA New Income Fund (“Fund”) for the period of October 1, 2025 to March 31, 2026. You can find additional information about the Fund at https://fpa.com/funds/overview/new-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 New Income Fund
(Investor Class/FPNRX)
$28 0.55%1
1
Annualized.
Key Fund Statistics
The following table outlines key fund statistics that you should pay attention to.
Fund net assets $11,054,756,600
Total number of portfolio holdings 341
Portfolio turnover rate as of the end of the reporting period 30%
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, 3.500%, 2/28/2031 9.1%
U.S. Treasury Note, 3.625%, 10/31/2030 7.5%
U.S. Treasury Note, 3.750%, 1/31/2031 7.3%
U.S. Treasury Note, 3.500%, 11/30/2030 3.2%
U.S. Treasury Note, 3.625%, 12/31/2030 2.0%
PHI Group, Inc. 1.0%
Fannie Mae Pool, 1.000%, 3/1/2037 1.0%
Fortress Credit Opportunities Ltd., Series 2017-9A, Class A1TR, 5.484%, 10/15/2033 0.9%
Federal Home Loan Mortgage Corp., Series K096, Class A2, 2.519%, 7/25/2029 0.8%
Verizon Master Trust, Series 2024-2, Class A, 4.830%, 12/22/2031 0.8%
Asset Allocation
Graphical Representation - Allocation 1 Chart
Sector Allocation
Graphical Representation - Allocation 2 Chart
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/new-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 New Income Fund - Investor Class

 

   

 

(b) Not applicable.

 

Item 2. Code of Ethics.

 

Not applicable.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable.

 

Item 6. Investments.

 

(a) Schedule of Investments is included as part of the report to shareholders filed under Item 7 of this Form.

 

(b) Not Applicable.
   

 

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

 

 

FPA New Income Fund

(Investor Class: FPNRX)

(Institutional Class: FPNIX)

 

SEMI-ANNUAL FINANCIALS AND OTHER INFORMATION

March 31, 2026

   

 

FPA New Income Fund

A series of Investment Managers Series Trust III

 

Table of Contents

 

Item 7. Financial Statements and Financial Highlights  
Schedule of Investments 1
Statement of Assets and Liabilities 14
Statement of Operations 15
Statements of Changes in Net Assets 16
Financial Highlights 17
Notes to Financial Statements 19

 

This report and the financial statements contained herein are provided for the general information of the shareholders of the FPA New Income Fund (the “Fund”). This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective shareholder report and prospectus.

 

www.fpa.com

   

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
        BONDS & DEBENTURES — 92.2%        
        ASSET-BACKED SECURITIES — 25.2%        
        AUTO — 6.0%        
        Ally Auto Receivables Trust        
$ 8,996,000     Series 2023-1, Class A4, 5.270%, 11/15/2028   $ 9,103,960  
        BMW Vehicle Owner Trust        
  6,776,000     Series 2023-A, Class A4, 5.250%, 11/26/2029     6,858,824  
        CarMax Auto Owner Trust        
  21,176,000     Series 2023-2, Class A4, 5.010%, 11/15/2028     21,359,560  
  10,892,000     Series 2023-1, Class A4, 4.650%, 1/16/2029     10,925,961  
  20,637,000     Series 2023-3, Class A4, 5.260%, 2/15/2029     20,894,750  
        Ford Credit Auto Owner Trust        
  14,487,000     Series 2023-A, Class A4, 4.560%, 12/15/2028     14,530,842  
  7,137,000     Series 2023-B, Class A4, 5.060%, 2/15/2029     7,193,217  
        GM Financial Consumer Automobile Receivables Trust        
  15,767,000     Series 2023-1, Class A4, 4.590%, 7/17/2028     15,810,613  
  13,758,000     Series 2023-3, Class A4, 5.340%, 12/18/2028     13,911,393  
        GM Financial Revolving Receivables Trust        
  38,305,000     Series 2021-1, Class A, 1.170%, 6/12/2034(a)     37,872,648  
  49,942,000     Series 2023-1, Class A, 5.120%, 4/11/2035(a)     50,800,148  
  12,704,000     Series 2023-2, Class A, 5.770%, 8/11/2036(a)     13,160,625  
  64,237,000     Series 2024-1, Class A, 4.980%, 12/11/2036(a)     65,739,863  
        Hyundai Auto Receivables Trust        
  10,743,000     Series 2023-B, Class A4, 5.310%, 8/15/2029     10,888,183  
        Mercedes-Benz Auto Receivables Trust        
  10,006,000     Series 2023-1, Class A4, 4.310%, 4/16/2029     10,022,851  
  8,831,000     Series 2024-1, Class A4, 4.790%, 7/15/2031     8,919,760  
        Nissan Auto Receivables Owner Trust        
  13,366,000     Series 2022-B, Class A4, 4.450%, 11/15/2029     13,382,166  
  15,538,000     Series 2023-A, Class A4, 4.850%, 6/17/2030     15,605,836  
        Porsche Financial Auto Securitization Trust        
  17,279,000     Series 2023-1A, Class A4, 4.720%, 6/23/2031(a)     17,359,420  
        SFS Auto Receivables Securitization Trust        
  8,951,000     Series 2023-1A, Class A4, 5.470%, 12/20/2029(a)     9,063,371  
  9,026,000     Series 2026-1A, Class A4, 4.070%, 1/20/2032(a)     8,940,495  
        Toyota Auto Loan Extended Note Trust        
  54,519,000     Series 2022-1A, Class A, 3.820%, 4/25/2035(a)     54,347,663  
  43,813,000     Series 2023-1A, Class A, 4.930%, 6/25/2036(a)     44,622,550  
  56,286,000     Series 2024-1A, Class A, 5.160%, 11/25/2036(a)     57,868,577  
        Toyota Auto Receivables Owner Trust        
  16,189,000     Series 2023-A, Class A4, 4.420%, 8/15/2028     16,256,678  
  19,879,000     Series 2023-B, Class A4, 4.660%, 9/15/2028     19,987,470  
  25,523,000     Series 2023-C, Class A4, 5.010%, 2/15/2029     25,816,410  
        Volkswagen Auto Loan Enhanced Trust        
  11,637,000     Series 2023-1, Class A4, 5.010%, 1/22/2030     11,723,655  
        World Omni Auto Receivables Trust        

 1 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      BONDS & DEBENTURES (Continued)      
        ASSET-BACKED SECURITIES (Continued)        
        AUTO (Continued)        
$ 14,612,000     Series 2023-A, Class A4, 4.660%, 5/15/2029   $ 14,675,263  
  21,627,000     Series 2023-B, Class A4, 4.680%, 5/15/2029     21,726,043  
  10,417,000     Series 2023-C, Class A4, 5.030%, 11/15/2029     10,513,164  
              659,881,959  
        COLLATERALIZED LOAN OBLIGATION — 2.8%        
        Cerberus Loan Funding LLC        
  10,299,000     Series 2023-1A, Class A, 6.072% (3-Month Term SOFR+240 basis points), 3/22/2035(a),(b)     10,323,553  
  51,840,000     Series 2023-2A, Class A1, 6.222% (3-Month Term SOFR+255 basis points), 7/15/2035(a),(b)     51,981,575  
  52,569,000     Series 2023-4A, Class A, 6.097% (3-Month Term SOFR+242.5 basis points), 10/15/2035(a),(b)     52,859,128  
        Fortress Credit Opportunities Ltd.        
  104,086,718     Series 2017-9A, Class A1TR, 5.484% (3-Month Term SOFR+181.161 basis points), 10/15/2033(a),(b)     104,171,965  
        Golub Capital Partners Ltd.        
  43,478,000     Series 2023-67A, Class A1, 6.160% (3-Month Term SOFR+250 basis points), 5/9/2036(a),(b)     43,578,695  
  41,996,000     Series 2019-46A, Class A1R, 5.478% (3-Month Term SOFR+181 basis points), 4/20/2037(a),(b)     42,044,589  
              304,959,505  
        EQUIPMENT — 9.5%        
        Avis Budget Rental Car Funding AESOP LLC        
  18,490,000     Series 2023-4A, Class A, 5.490%, 6/20/2029(a)     18,885,640  
  48,017,000     Series 2023-6A, Class A, 5.810%, 12/20/2029(a)     49,530,011  
  34,038,000     Series 2023-8A, Class A, 6.020%, 2/20/2030(a)     35,329,259  
  14,768,000     Series 2024-1A, Class A, 5.360%, 6/20/2030(a)     15,106,183  
  57,519,000     Series 2024-3A, Class A, 5.230%, 12/20/2030(a)     58,635,858  
  14,596,000     Series 2026-2A, Class A, 4.600%, 8/20/2032(a)     14,437,555  
        Barings Equipment Finance LLC        
  4,947,000     Series 2026-A, Class A4, 4.240%, 11/13/2045(a)     4,897,130  
        CNH Equipment Trust        
  7,414,000     Series 2022-B, Class A4, 3.910%, 3/15/2028     7,399,403  
  6,738,000     Series 2023-A, Class A4, 4.770%, 10/15/2030     6,778,809  
  17,009,000     Series 2023-B, Class A4, 5.460%, 3/17/2031     17,327,546  
        Enterprise Fleet Financing LLC        
  37,963,000     Series 2023-2, Class A3, 5.500%, 4/22/2030(a)     38,405,702  
  34,823,000     Series 2023-3, Class A3, 6.410%, 6/20/2030(a)     35,775,190  
  11,576,000     Series 2024-4, Class A4, 4.700%, 6/20/2031(a)     11,713,593  
  19,554,000     Series 2025-4, Class A4, 4.280%, 6/20/2032(a)     19,404,441  
  22,250,000     Series 2026-1, Class A4, 4.290%, 9/20/2032(a)     22,072,122  

 2 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      BONDS & DEBENTURES (Continued)      
      ASSET-BACKED SECURITIES (Continued)      
        EQUIPMENT (Continued)        
        Ford Credit Floorplan Master Owner Trust        
$ 83,977,000     Series 2018-4, Class A, 4.060%, 11/15/2030   $ 83,364,153  
  46,054,000     Series 2024-2, Class A, 5.240%, 4/15/2031(a)     47,278,880  
  27,030,000     Series 2024-4, Class A, 4.400%, 9/15/2031(a)     27,034,279  
        GMF Floorplan Owner Revolving Trust        
  18,848,000     Series 2023-2, Class A, 5.340%, 6/15/2030(a)     19,283,962  
  46,933,000     Series 2024-2A, Class A, 5.060%, 3/15/2031(a)     48,004,537  
        GreatAmerica Leasing Receivables Funding LLC        
  16,501,000     Series 2023-1, Class A4, 5.060%, 3/15/2030(a)     16,664,644  
  8,123,000     Series 2025-2, Class A4, 4.290%, 9/15/2032(a)     8,132,906  
        Hertz Vehicle Financing LLC        
  24,795,000     Series 2021-2A, Class A, 1.680%, 12/27/2027(a)     24,426,631  
  18,873,000     Series 2022-2A, Class A, 2.330%, 6/26/2028(a)     18,460,011  
        John Deere Owner Trust        
  15,675,000     Series 2023-A, Class A4, 5.010%, 12/17/2029     15,777,221  
  11,706,000     Series 2023-B, Class A4, 5.110%, 5/15/2030     11,809,611  
  15,742,000     Series 2023-C, Class A4, 5.390%, 8/15/2030     15,990,957  
        Kubota Credit Owner Trust        
  12,897,000     Series 2023-2A, Class A4, 5.230%, 6/15/2028(a)     13,025,854  
  9,456,000     Series 2023-1A, Class A4, 5.070%, 2/15/2029(a)     9,514,974  
        M&T Equipment Notes        
  9,785,000     Series 2023-1A, Class A4, 5.750%, 7/15/2030(a)     9,879,774  
  17,531,000     Series 2024-1A, Class A4, 4.940%, 8/18/2031(a)     17,741,437  
        MMAF Equipment Finance LLC        
  24,567,000     Series 2023-A, Class A4, 5.500%, 12/13/2038(a)     24,973,092  
  7,081,000     Series 2020-A, Class A5, 1.560%, 10/9/2042(a)     6,879,254  
  29,990,727     Series 2024-A, Class A4, 5.100%, 7/13/2049(a)     30,599,641  
  16,651,000     Series 2025-A, Class A4, 5.020%, 6/13/2050(a)     16,975,187  
  23,763,000     Series 2025-B, Class A4, 4.290%, 9/13/2050(a)     23,525,111  
        Prop 2017-1A        
  7,178,460     5.300%, 3/15/2042(c),(d)     6,855,429  
        Verizon Master Trust        
  76,585,000     Series 2023-6, Class A, 5.350%, 9/22/2031(a)     78,821,971  
  85,708,000     Series 2024-2, Class A, 4.830%, 12/22/2031(a)     87,067,226  
  31,930,000     Series 2024-7, Class A, 4.350%, 8/20/2032(a)     31,868,311  
        Volvo Financial Equipment LLC        
  4,788,000     Series 2025-2A, Class A4, 4.060%, 6/15/2033(a)     4,768,100  
              1,054,421,595  
        OTHER — 6.9%        
        ABPCI Direct Lending Fund LLC        
  19,889,828     Series 2022-2A, Class A1, 5.770% (3-Month Term SOFR+210 basis points), 3/1/2032(a),(b)     19,826,439  

 3 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      BONDS & DEBENTURES (Continued)      
      ASSET-BACKED SECURITIES (Continued)      
      OTHER (Continued)      
        ABPCI Direct Lending Fund Ltd.        
$ 20,112,753     Series 2020-1A, Class A, 3.199%, 12/29/2030(a)   $ 18,324,669  
  77,012,000     American Tower Trust 1 5.490%, 3/15/2028(a)     77,751,777  
  6,881,996     Brazos Securitization LLC 5.014%, 9/1/2031(a)     6,920,272  
        Centerpoint Energy Restoration Bond Co. II LLC        
  61,032,000     4.255%, 12/15/2035     60,040,230  
        Cleco Securitization LLC        
  14,466,152     4.016%, 3/1/2031     14,303,408  
        Consumers 2023 Securitization Funding LLC        
  22,847,000     5.210%, 9/1/2031     22,924,173  
        DTE Electric Securitization Funding II LLC        
  22,782,420     5.970%, 3/1/2033     23,938,627  
        Duke Energy Carolinas Nc Storm Funding II LLC        
  30,094,000     4.226%, 7/1/2037     29,642,590  
        Golub Capital Partners Funding Ltd.        
  6,606,220     Series 2020-1A, Class A2, 3.208%, 1/22/2029(a)     6,400,066  
  23,219,341     Series 2021-1A, Class A2, 2.773%, 4/20/2029(a)     22,122,366  
  47,168,500     Series 2021-2A, Class A, 2.944%, 10/19/2029(a)     44,517,348  
        Kansas Gas Service Securitization I LLC        
  38,430,624     5.486%, 8/1/2032     39,583,838  
        Monroe Capital Funding Ltd.        
  16,592,066     Series 2021-1A, Class A2, 2.815%, 4/22/2031(a)     15,282,952  
        Oklahoma Development Finance Authority        
  22,036,713     4.135%, 12/1/2033     21,920,028  
  7,854,317     4.285%, 2/1/2034     7,830,902  
  18,690,137     3.877%, 5/1/2037     18,414,808  
        PG&E Recovery Funding LLC        
  29,285,358     5.045%, 7/15/2032     29,651,426  
  11,550,710     4.838%, 6/1/2033     11,721,603  
        PG&E Wildfire Recovery Funding LLC        
  36,103,277     4.022%, 6/1/2031     35,651,986  
        SBA Tower Trust        
  14,427,000     1.631%, 11/15/2026(a)     14,144,741  
  17,196,000     2.328%, 1/15/2028(a)     16,425,896  
  12,423,000     6.599%, 1/15/2028(a)     12,578,337  
        SCE Recovery Funding LLC        
  73,845,000     4.453%, 3/15/2036     73,198,856  
        SpringCastle America Funding LLC        
  6,517,845     Series 2020-AA, Class A, 1.970%, 9/25/2037(a)     6,108,171  
        Texas Electric Market Stabilization Funding N LLC        
  27,673,243     4.265%, 8/1/2036(a)     27,457,688  
 4 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      BONDS & DEBENTURES (Continued)      
      ASSET-BACKED SECURITIES (Continued)      
      OTHER (Continued)      
        Texas Natural Gas Securitization Finance Corp.        
$ 7,168,189     5.102%, 4/1/2035   $ 7,346,957  
        VCP RRL Ltd.        
  12,570,129     Series 2021-1A, Class A, 2.152%, 10/20/2031(a)     11,754,001  
        Virginia Power Fuel Securitization LLC        
  58,246,000     4.877%, 5/1/2031     58,537,230  
        WEPCo Environmental Trust Finance LLC        
  7,851,363     Series 2021-1, Class A, 1.578%, 12/15/2035     7,055,659  
              761,377,044  
        TOTAL ASSET-BACKED SECURITIES        
        (Cost $2,758,420,512)     2,780,640,103  
        COMMERCIAL MORTGAGE-BACKED SECURITIES — 14.1%        
        AGENCY — 11.5%        
        Federal Home Loan Mortgage Corp.        
  40,575,561     Series K062, Class A2, 3.413%, 12/25/2026     40,365,664  
  16,384,096     Series K063, Class A2, 3.430%, 1/25/2027(b)     16,295,063  
  9,702,802     Series K065, Class A2, 3.243%, 4/25/2027     9,622,216  
  7,146,855     Series K066, Class A2, 3.117%, 6/25/2027     7,073,872  
  8,509,735     Series K068, Class A2, 3.244%, 8/25/2027     8,411,841  
  12,338,034     Series K072, Class A2, 3.444%, 12/25/2027     12,206,606  
  29,086,020     Series K073, Class A2, 3.350%, 1/25/2028     28,722,584  
  16,051,256     Series K076, Class A2, 3.900%, 4/25/2028     15,967,478  
  4,086,000     Series K077, Class A2, 3.850%, 5/25/2028(b)     4,060,675  
  30,559,000     Series K079, Class A2, 3.926%, 6/25/2028     30,394,690  
  25,020,308     Series K080, Class A2, 3.926%, 7/25/2028(b)     24,871,505  
  62,664,000     Series K081, Class A2, 3.900%, 8/25/2028(b)     62,270,408  
  46,777,000     Series K082, Class A2, 3.920%, 9/25/2028(b)     46,484,929  
  24,028,000     Series K083, Class A2, 4.050%, 9/25/2028(b)     23,950,875  
  68,841,723     Series K084, Class A2, 3.780%, 10/25/2028(b)     68,318,182  
  27,924,000     Series K085, Class A2, 4.060%, 10/25/2028(b)     27,833,043  
  27,195,714     Series K089, Class A2, 3.563%, 1/25/2029     26,771,322  
  4,691,000     Series K088, Class A2, 3.690%, 1/25/2029     4,639,933  
  43,626,000     Series K090, Class A2, 3.422%, 2/25/2029     42,793,328  
  25,293,822     Series K091, Class A2, 3.505%, 3/25/2029     24,842,014  
  2,376,000     Series K092, Class A2, 3.298%, 4/25/2029     2,318,895  
  4,263,420     Series K093, Class A2, 2.982%, 5/25/2029     4,132,621  
  84,442,000     Series K095, Class A2, 2.785%, 6/25/2029     81,020,968  
  71,380,000     Series K094, Class A2, 2.903%, 6/25/2029     68,731,923  
  40,814,000     Series K097, Class A2, 2.508%, 7/25/2029     38,758,570  
  91,996,000     Series K096, Class A2, 2.519%, 7/25/2029     87,486,255  
  19,173,000     Series K099, Class A2, 2.595%, 9/25/2029     18,226,467  
  49,942,000     Series K101, Class A2, 2.524%, 10/25/2029     47,185,596  

 5 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued)      
        AGENCY (Continued)        
$ 33,400,000     Series K102, Class A2, 2.537%, 10/25/2029   $ 31,723,173  
  47,045,000     Series K103, Class A2, 2.651%, 11/25/2029     44,686,474  
  4,756,000     Series K107, Class A2, 1.639%, 1/25/2030     4,375,453  
  3,071,000     Series K105, Class A2, 1.872%, 1/25/2030     2,825,326  
  11,740,000     Series K106, Class A2, 2.069%, 1/25/2030     10,918,632  
  16,200,000     Series K104, Class A2, 2.253%, 1/25/2030     15,227,417  
  9,186,000     Series K108, Class A2, 1.517%, 3/25/2030     8,326,351  
  61,806,000     Series K751, Class A2, 4.412%, 3/25/2030     62,140,748  
  17,591,000     Series K109, Class A2, 1.558%, 4/25/2030     15,909,399  
  22,485,000     Series K151, Class A3, 3.511%, 4/25/2030     21,904,691  
  1,742,000     Series K111, Class A2, 1.350%, 5/25/2030     1,559,399  
  9,465,000     Series K114, Class A2, 1.366%, 6/25/2030     8,473,895  
  3,768,000     Series K116, Class A2, 1.378%, 7/25/2030     3,373,521  
  18,741,000     Series K752, Class A2, 4.284%, 7/25/2030     18,745,608  
  61,809,000     Series K117, Class A2, 1.406%, 8/25/2030     55,030,543  
  15,691,000     Series K120, Class A2, 1.500%, 10/25/2030     13,971,794  
  75,127,967     Series K754, Class A2, 4.940%, 11/25/2030(b)     77,183,078  
              1,270,133,025  
        AGENCY STRIPPED — 0.2%        
        Government National Mortgage Association        
  7,817,569     Series 2014-77, Class IO, 0.476%, 12/16/2047(b)     48,886  
  11,489,589     Series 2012-150, Class IO, 0.427%, 11/16/2052(b)     147,219  
  11,199,312     Series 2012-114, Class IO, 0.635%, 1/16/2053(b)     151,045  
  29,616,364     Series 2012-125, Class IO, 0.159%, 2/16/2053(b)     169,640  
  18,263,393     Series 2012-79, Class IO, 0.421%, 3/16/2053(b)     202,539  
  14,622,298     Series 2013-45, Class IO, 0.039%, 12/16/2053(b)     917  
  6,332,085     Series 2013-125, Class IO, 0.252%, 10/16/2054(b)     93,096  
  20,842,835     Series 2014-157, Class IO, 0.179%, 5/16/2055(b)     107,413  
  19,214,361     Series 2014-153, Class IO, 0.265%, 4/16/2056(b)     116,522  
  47,611,692     Series 2014-175, Class IO, 0.462%, 4/16/2056(b)     603,002  
  4,737,846     Series 2014-138, Class IO, 0.501%, 4/16/2056(b)     72,127  
  46,955,085     Series 2014-187, Class IO, 0.550%, 5/16/2056(b)     821,864  
  4,355,125     Series 2015-41, Class IO, 0.160%, 9/16/2056(b)     20,523  
  1,309,187     Series 2015-108, Class IO, 0.341%, 10/16/2056(b)     5,543  
  10,799,901     Series 2014-110, Class IO, 0.099%, 1/16/2057(b)     44,734  
  26,058,359     Series 2015-19, Class IO, 0.292%, 1/16/2057(b)     318,584  
  9,684,015     Series 2015-7, Class IO, 0.488%, 1/16/2057(b)     178,209  
  42,236,559     Series 2015-169, Class IO, 0.246%, 7/16/2057(b)     384,429  
  7,228,228     Series 2015-150, Class IO, 0.367%, 9/16/2057(b)     99,292  
  28,371,907     Series 2016-125, Class IO, 0.816%, 12/16/2057(b)     894,526  
  23,977,059     Series 2016-65, Class IO, 0.459%, 1/16/2058(b)     467,862  
  78,641,715     Series 2016-106, Class IO, 0.969%, 9/16/2058(b)     3,064,384  

 6 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued)      
        AGENCY STRIPPED (Continued)        
$ 37,701,507     Series 2020-43, Class IO, 1.257%, 11/16/2061(b)   $ 3,034,979  
  45,514,651     Series 2020-71, Class IO, 1.056%, 1/16/2062(b)     2,829,232  
  90,515,049     Series 2020-75, Class IO, 0.877%, 2/16/2062(b)     5,119,658  
  120,112,881     Series 2020-42, Class IO, 0.939%, 3/16/2062(b)     7,723,631  
              26,719,856  
        NON-AGENCY — 2.4%        
        BANK5        
  31,134,000     Series 2025-5YR18, Class A3, 5.145%, 12/15/2058     31,660,205  
        BBCMS Trust        
  4,019,175     Series 2015-SRCH, Class A1, 3.312%, 8/10/2035(a)     3,967,664  
  9,736,000     Series 2025-5C36, Class A3, 5.517%, 8/15/2058     10,015,171  
        Benchmark Mortgage Trust        
  17,340,000     Series 2024-V11, Class A3, 5.909%, 11/15/2057(b)     17,983,392  
        BMO Mortgage Trust        
  17,350,000     Series 2024-5C7, Class A3, 5.566%, 11/15/2057(b)     17,787,742  
  8,363,000     Series 2024-5C8, Class A3, 5.625%, 12/15/2057(b)     8,589,242  
  15,541,000     Series 2025-5C13, Class A3, 5.227%, 12/15/2058     15,774,805  
        Progress Residential Trust        
  13,162,240     Series 2024-SFR5, Class A, 3.000%, 8/9/2029(a)     12,427,540  
  13,629,642     Series 2021-SFR11, Class A, 2.283%, 1/17/2039(a)     12,869,885  
  47,145,145     Series 2021-SFR10, Class A, 2.393%, 12/17/2040(a)     44,618,392  
  16,051,066     Series 2024-SFR3, Class A, 3.000%, 6/17/2041(a)     15,199,760  
  27,138,582     Series 2024-SFR4, Class A, 3.100%, 7/17/2041(a)     25,742,923  
  21,841,259     Series 2025-SFR2, Class A, 3.305%, 4/17/2042(a)     20,603,878  
  16,479,000     Series 2025-SFR3, Class A, 3.390%, 7/17/2042(a)     15,581,531  
  14,804,000     Series 2025-SFR6, Class A, 4.000%, 12/17/2042(a)     14,290,819  
              267,112,949  
        TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES        
        (Cost $1,562,239,153)     1,563,965,830  
        CORPORATE BANK DEBT — 0.2%        
        Capstone Acquisition Holdings, Inc. Term Loan        
  19,072,139     8.268% (1-Month Term SOFR+460 basis points), 11/12/2029(b),(c),(d),(e)     19,367,643  
        JC Penney Corp., Inc.        
  26,302,796     5.568% (3-Month USD Libor+425 basis points), 6/23/2027*,(b),(c),(d),(e),(f)     2,630  
        Lealand Finance Company B.V. Senior Exit LC        
  8,942,165     4.750%, 6/30/2027(c),(d),(e),(g),(h)     (961,283 )
        McDermott Technology Americas, Inc.        
  359,953     7.782% (1-Month Term SOFR+400 basis points), 12/31/2027(b),(c),(d),(e)     295,162  
        TOTAL CORPORATE BANK DEBT        
        (Cost $19,183,800)     18,704,152  
 7 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      CORPORATE BONDS — 1.5%      
      FINANCIALS — 1.4%      
        Apollo Debt Solutions BDC Senior Notes        
$ 26,023,000     8.620%, 9/28/2028(c),(d)   $ 26,023,000  
        Blue Owl Credit Income Corp.        
  22,579,000     7.950%, 6/13/2028     23,120,806  
  42,500,000     Hlend Senior Notes 8.170%, 3/15/2028(c),(d)     42,500,000  
        HPS Corporate Lending Fund        
  24,864,000     6.750%, 1/30/2029     25,188,886  
        Oaktree Strategic Credit Fund        
  27,351,000     8.400%, 11/14/2028     28,682,810  
  12,891,000     OCREDIT BDC Senior Notes 7.770%, 3/7/2029(c),(d)     12,891,000  
              158,406,502  
        HEALTH CARE — 0.1%        
        Heartland Dental LLC/Heartland Dental Finance Corp.        
  8,756,000     10.500% (1-Month Term SOFR+500 basis points), 4/30/2028(a),(d)     8,996,790  
        TOTAL CORPORATE BONDS        
        (Cost $164,325,481)     167,403,292  
        RESIDENTIAL MORTGAGE-BACKED SECURITIES — 22.1%        
        AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 1.1%        
        Fannie Mae REMICS        
  52,483,617     Series 2026-21, Class A, 2.000%, 9/25/2045(c)     47,801,094  
        Federal National Mortgage Association        
  126,369     Series 2010-43, Class MK, 5.500%, 5/25/2040     127,431  
  5,236,125     Series 3810, Class PE, 4.000%, 2/15/2041     5,132,813  
  645,868     Series 2012-144, Class PD, 3.500%, 4/25/2042     637,328  
  379,467     Series 2013-93, Class PJ, 3.000%, 7/25/2042     369,529  
  53,345,820     Series 2024-70, Class EC, 3.000%, 11/25/2047     49,745,436  
        GS Mortgage-Backed Securities Trust        
  14,870,430     Series 2024-95, Class AB, 2.500%, 6/20/2045(a),(b)     13,727,342  
              117,540,973  
        AGENCY POOL ADJUSTABLE RATE — 1.3%        
        Fannie Mae Pool        
  2,661,942     1.730% (30-Day SOFR Average+211 basis points), 7/1/2051(b)     2,430,440  
  21,580,589     1.968% (30-Day SOFR Average+207.554 basis points), 8/1/2051(b)     19,847,664  
  1,756,118     1.608% (30-Day SOFR Average+209.4 basis points), 9/1/2051(b)     1,592,560  
  20,562,985     1.887% (30-Day SOFR Average+233.461 basis points), 4/1/2052(b)     18,731,018  
        Freddie Mac Non Gold Pool        
  8,597,831     1.662% (30-Day SOFR Average+213 basis points), 9/1/2051(b)     7,799,417  
  10,234,816     2.554% (30-Day SOFR Average+213 basis points), 3/1/2052(b)     9,483,465  
  6,859,744     2.520% (30-Day SOFR Average+214 basis points), 5/1/2052(b)     6,358,324  
  71,967,745     2.155% (30-Day SOFR Average+217.793 basis points), 7/1/2052(b)     65,740,750  

 8 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)      
        AGENCY POOL ADJUSTABLE RATE (Continued)        
$ 8,609,894     3.313% (30-Day SOFR Average+222.211 basis points), 11/1/2052(b)   $ 8,226,954  
  10,613,049     2.161% (30-Day SOFR Average+217.884 basis points), 5/1/2053(b)     9,696,566  
              149,907,158  
        AGENCY POOL FIXED RATE — 13.9%        
        Fannie Mae Pool        
  12,475,908     1.500%, 12/1/2035     11,275,837  
  14,112,688     1.000%, 4/1/2036     12,264,033  
  21,991,828     1.000%, 9/1/2036     19,046,953  
  13,573,406     1.000%, 11/1/2036     11,711,927  
  87,823,746     1.000%, 12/1/2036     75,780,590  
  123,857,497     1.000%, 3/1/2037     106,873,080  
  10,756,985     2.000%, 6/1/2040     9,483,676  
  4,011,953     2.000%, 9/1/2040     3,533,474  
  4,361,368     2.000%, 10/1/2040     3,839,276  
  12,607,332     2.000%, 10/1/2040     11,094,830  
  3,180,893     1.500%, 11/1/2040     2,709,666  
  20,783,331     2.000%, 11/1/2040     18,272,962  
  13,107,134     1.500%, 12/1/2040     11,156,618  
  15,585,704     2.000%, 12/1/2040     13,693,965  
  4,472,535     1.500%, 1/1/2041     3,804,071  
  12,458,447     1.500%, 2/1/2041     10,588,049  
  14,511,941     1.500%, 5/1/2041     12,298,651  
  13,867,542     2.500%, 5/1/2041     12,485,689  
  8,423,007     2.000%, 7/1/2041     7,366,308  
  57,024,485     2.000%, 9/1/2041     50,124,888  
  55,655,168     1.500%, 10/1/2041     46,932,461  
  82,153,309     1.500%, 11/1/2041     69,285,414  
  6,021,464     1.500%, 12/1/2041     5,074,469  
  5,561,896     1.500%, 3/1/2042     4,693,774  
  17,726,260     1.500%, 3/1/2042     15,052,646  
  27,563,550     1.500%, 3/1/2042     23,298,940  
  40,996,206     1.500%, 3/1/2042     34,628,372  
  49,858,750     1.500%, 3/1/2042     42,039,093  
  19,671,100     2.000%, 8/1/2042     17,167,020  
  55,410,692     2.000%, 8/1/2042     48,183,320  
  27,275,997     3.500%, 4/1/2044     25,692,492  
  36,412,720     4.000%, 6/1/2045     35,485,747  
  63,307,061     4.000%, 3/1/2046     61,725,663  
  7,779,892     4.000%, 7/1/2046     7,578,750  
  8,923,600     4.000%, 10/1/2046     8,692,055  
  4,910,864     4.000%, 10/1/2046     4,786,758  
  7,402,833     4.000%, 3/1/2048     7,204,774  

 9 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)      
        AGENCY POOL FIXED RATE (Continued)        
$ 66,741,550     4.000%, 1/1/2049   $ 64,966,625  
  32,226,117     4.500%, 1/1/2050     32,078,032  
  28,122,089     4.500%, 1/1/2050     27,997,789  
        Freddie Mac Pool        
  201,742     2.500%, 8/1/2028     198,611  
  5,453,170     1.000%, 7/1/2036     4,721,223  
  8,222,365     1.000%, 10/1/2036     7,136,803  
  17,171,837     2.000%, 6/1/2040     15,140,311  
  3,758,132     2.000%, 8/1/2040     3,311,508  
  2,652,769     4.000%, 10/1/2040     2,587,536  
  9,919,573     1.500%, 11/1/2040     8,450,297  
  2,369,452     4.000%, 11/1/2040     2,311,931  
  5,611,172     2.000%, 12/1/2040     4,929,682  
  3,772,339     4.000%, 12/1/2040     3,677,428  
  3,751,440     1.500%, 2/1/2041     3,193,233  
  31,141,807     1.500%, 3/1/2041     26,445,532  
  83,042,367     1.500%, 3/1/2041     70,515,443  
  23,507,441     1.500%, 4/1/2041     19,930,650  
  72,962,736     1.500%, 5/1/2041     61,822,610  
  67,865,275     1.500%, 6/1/2041     57,454,586  
  10,247,114     1.500%, 7/1/2041     8,666,745  
  6,511,987     2.000%, 8/1/2041     5,688,561  
  10,787,388     1.500%, 10/1/2041     9,096,779  
  3,960,093     1.500%, 11/1/2041     3,355,074  
  15,858,412     1.500%, 11/1/2041     13,364,036  
  61,083,585     1.500%, 12/1/2041     51,443,691  
  29,191,840     1.500%, 12/1/2041     24,769,341  
  4,895,463     1.500%, 1/1/2042     4,137,734  
  34,429,289     1.500%, 1/1/2042     29,057,287  
  35,336,752     2.000%, 5/1/2042     30,817,977  
  24,002,963     2.000%, 8/1/2042     20,921,720  
  17,763,395     2.000%, 8/1/2042     15,529,043  
  39,982,850     4.500%, 12/1/2045     39,806,353  
              1,538,450,462  
        NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 5.8%        
        Citigroup Mortgage Loan Trust        
  1,494,516     Series 2014-A, Class A, 4.000%, 1/25/2035(a),(b)     1,456,233  
        GS Mortgage-Backed Securities Trust        
  9,296,839     Series 2021-PJ4, Class A8, 2.500%, 9/25/2051(a),(b)     8,379,534  
  36,028,767     Series 2021-PJ5, Class A8, 2.500%, 10/25/2051(a),(b)     32,437,603  
  34,590,682     Series 2021-PJ6, Class A8, 2.500%, 11/25/2051(a),(b)     31,075,619  
  27,409,708     Series 2021-PJ7, Class A8, 2.500%, 1/25/2052(a),(b)     24,581,357  

 10 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
      RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)      
        NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION (Continued)        
$ 9,340,182     Series 2021-PJ10, Class A8, 2.500%, 3/25/2052(a),(b)   $ 8,361,743  
  5,833,766     Series 2022-PJ1, Class A8, 2.500%, 5/28/2052(a),(b)     5,204,204  
  12,906,502     Series 2022-PJ2, Class A24, 3.000%, 6/25/2052(a),(b)     11,801,543  
  9,668,915     Series 2022-PJ3, Class A22, 2.500%, 8/25/2052(a),(b)     8,645,898  
  4,997,821     Series 2022-PJ3, Class A24, 3.000%, 8/25/2052(a),(b)     4,567,653  
  32,112,708     Series 2022-PJ4, Class A22, 2.500%, 9/25/2052(a),(b)     28,643,768  
  5,998,598     Series 2022-PJ4, Class A24, 3.000%, 9/25/2052(a),(b)     5,471,243  
  74,381,372     Series 2022-PJ5, Class A22, 2.500%, 10/25/2052(a),(b)     66,100,821  
  46,917,288     Series 2022-PJ6, Class A15, 2.500%, 1/25/2053(a),(b)     41,769,439  
        J.P. Morgan Mortgage Trust        
  4,721,245     Series 2021-6, Class A4, 2.500%, 10/25/2051(a),(b)     4,260,448  
  10,211,857     Series 2021-7, Class A4, 2.500%, 11/25/2051(a),(b)     9,201,905  
  14,812,703     Series 2021-10, Class A4A, 2.000%, 12/25/2051(a),(b)     13,017,234  
  39,822,760     Series 2021-10, Class A4, 2.500%, 12/25/2051(a),(b)     35,756,521  
  10,781,408     Series 2021-8, Class A4, 2.500%, 12/25/2051(a),(b)     9,717,019  
  49,921,906     Series 2021-11, Class A4, 2.500%, 1/25/2052(a),(b)     44,922,372  
  55,731,540     Series 2021-13, Class A4, 2.500%, 4/25/2052(a),(b)     50,228,508  
  3,159,736     Series 2021-15, Class A4, 2.500%, 6/25/2052(a),(b)     2,829,848  
  2,877,226     Series 2022-3, Class A4A, 2.500%, 8/25/2052(a),(b)     2,570,861  
  5,229,101     Series 2022-4, Class A4, 3.000%, 10/25/2052(a),(b)     4,776,053  
  26,262,986     Series 2024-3, Class A4, 3.000%, 5/25/2054(a),(b)     23,974,615  
  25,395,044     Series 2025-1, Class A4, 3.684%, 1/25/2063(a),(b)     23,748,356  
        OBX Trust        
  2,272,502     Series 2021-J3, Class A4, 2.500%, 10/25/2051(a),(b)     2,042,898  
  37,081,104     Series 2022-J1, Class A3, 3.000%, 2/25/2052(a),(b)     33,781,720  
        Pretium Mortgage Credit Partners LLC        
  6,950,780     Series 2024-RPL1, Class A1, 3.900%, 10/25/2063(a),(b)     6,659,154  
        Sequoia Mortgage Trust        
  3,613,928     Series 2021-4, Class A4, 2.500%, 6/25/2051(a),(b)     3,251,794  
  4,264,252     Series 2021-5, Class A4, 2.500%, 7/25/2051(a),(b)     3,836,255  
  4,100,505     Series 2022-1, Class A4, 2.500%, 2/25/2052(a),(b)     3,659,936  
  46,369,978     Series 2025-S1, Class A4, 2.500%, 9/25/2054(a),(b)     41,325,152  
        Towd Point Mortgage Trust        
  5,962,354     Series 2020-4, Class A1, 1.750%, 10/25/2060(a)     5,463,580  
  16,907,717     Series 2023-1, Class A1, 3.750%, 1/25/2063(a)     16,293,764  
        Wells Fargo Mortgage Backed Securities        
  5,737,694     Series 2021-2, Class A3, 2.500%, 6/25/2051(a),(b)     5,144,713  
  2,391,907     Series 2022-1, Class A3, 2.500%, 8/25/2051(a),(b)     2,135,683  

 11 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal

Amount

        Value  
      RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)      
        NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION (Continued)        
$ 12,457,562     Series 2022-2, Class A4, 2.500%, 12/25/2051(a),(b)   $ 11,094,473  
              638,189,520  
        TOTAL RESIDENTIAL MORTGAGE-BACKED SECURITIES        
        (Cost $2,381,559,221)     2,444,088,113  
        U.S. TREASURY NOTES & BONDS — 29.1%        
        U.S. Treasury Note        
  836,812,000     3.625%, 10/31/2030     826,024,991  
  366,750,000     3.500%, 11/30/2030     360,016,690  
  222,098,000     3.625%, 12/31/2030     219,096,212  
  817,547,000     3.750%, 1/31/2031     810,648,947  
  1,025,343,000     3.500%, 2/28/2031     1,005,476,980  
        TOTAL U.S. TREASURY NOTES & BONDS        
        (Cost $3,249,446,001)     3,221,263,820  
        TOTAL BONDS & DEBENTURES        
        (Cost $10,135,174,168)     10,196,065,310  

 

Number
of Shares
           
      COMMON STOCKS — 1.5%      
        METALS & MINING — 0.5%        
  39,831,957     AIPCF VIII A-BL Aggregator Cayman LP (c),(d),(i)     49,921,392  
        REAL ESTATE SERVICES — 0.0%        
  520,208     Copper Property CTL Pass Through Trust(d)     5,649,459  
        TRANSPORTATION & LOGISTICS — 1.0%        
  3,806,420     PHI Group, Inc.(c),(d),(i)     114,002,279  
        TOTAL COMMON STOCKS        
        (Cost $125,200,428)     169,573,130  
        SHORT-TERM INVESTMENTS — 5.8%        
        MONEY MARKET INVESTMENTS — 0.3%        
  29,082,005     Morgan Stanley Institutional Liquidity Treasury Portfolio - Institutional Class, 3.46%(j)     29,082,005  

 

Principal

Amount

           
      TREASURY BILLS — 5.5%      
        U.S. Treasury Bill        
$ 115,702,000     3.67%, 4/2/2026(k)     115,690,365  
  286,726,999     3.65%, 4/9/2026(k)     286,497,618  

 12 

 

FPA New Income Fund

SCHEDULE OF INVESTMENTS - Continued

As of March 31, 2026 (Unaudited)

 

 

Principal
Amount
        Value  
        TREASURY BILLS (Continued)        
$ 207,355,000     3.66%, 4/16/2026(k)   $ 207,043,535  
              609,231,518  
        TOTAL SHORT-TERM INVESTMENTS        
        (Cost $638,313,523)     638,313,523  
                 
        TOTAL INVESTMENTS — 99.5%        
        (Cost $10,898,688,119)     11,003,951,963  
        Other Assets in Excess of Liabilities — 0.5%     50,804,637  
        TOTAL NET ASSETS — 100.0%   $ 11,054,756,600  

 

BDC – Business Development Company

IO – Interest Only

LLC – Limited Liability Company

LP – Limited Partnership

 

* Non-income producing security.
(a) Security exempt from registration under Section 4(a)(2) and/or Rule 144A of the Securities Act of 1933. These securities are restricted and may be resold in transactions exempt from registration normally to qualified institutional buyers. The total value of these securities is $2,679,684,098, which represents 24.24% of Total Net Assets.
(b) Variable or floating rate security.
(c) The value of these securities was determined using significant unobservable inputs. These are reported as Level 3 securities in the Fair Value Hierarchy.
(d) Restricted securities. These restricted securities, 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 $285,543,501, which represents 2.58% of Total Net Assets.
(e) Bank loans generally pay interest at rates which are periodically determined by reference to a base lending rate plus a premium. All loans carry a variable rate of interest. These base lending rates are generally (i) the Prime Rate offered by one or more major United States banks, (ii) the lending rate offered by one or more European banks such as the London Interbank Offered Rate (“LIBOR”), (iii) the Certificate of Deposit rate, or (iv) Secured Overnight Financing Rate (“SOFR”). Bank Loans, while exempt from registration, under the Securities Act of 1933, contain certain restrictions on resale and cannot be sold publicly. Floating rate bank loans often require prepayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy.
(f) Security is in default.
(g) As of March 31, 2026, 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) Affiliated company.
(j) The rate is the annualized seven-day yield at period end.
(k) Treasury bill discount rate.

 

See accompanying Notes to Financial Statements.

 13 

 

FPA New Income Fund

STATEMENT OF ASSETS AND LIABILITIES

As of March 31, 2026 (Unaudited)

 

 

Assets:      
Investments, at value (cost $10,867,556,714)   $ 10,889,949,684  
Investments in affiliates, at value (cost $31,131,405)     114,002,279  
Cash     189,015  
Receivables:        
Investment securities sold     799,736  
Fund shares sold     10,663,737  
Dividends and interest     55,179,205  
Prepaid expenses     200,302  
Total assets     11,070,983,958  
         
Liabilities:        
Payables:        
Fund shares redeemed     10,905,707  
Advisory fees     3,476,102  
Shareholder servicing fees (Note 7)     1,215,262  
Fund services fees     277,478  
Trustees’ deferred compensation (Note 3)     46,757  
Legal fees     38,453  
Auditing fees     8,508  
Chief Compliance Officer fees     6,858  
Shareholder reporting fees     5,399  
Trustees’ fees and expenses     4,236  
Accrued other expenses     242,598  
Total liabilities     16,227,358  
Commitments and contingencies (Note 8)        
Net Assets   $ 11,054,756,600  
         
Components of Net Assets:        
Capital Stock — par value $0.01 per share; authorized 1,500,000,000 shares; outstanding 1,106,046,317 shares   $ 11,614,177,207  
Total distributable earnings (accumulated deficit)     (559,420,607 )
Net Assets   $ 11,054,756,600  
         
Maximum Offering Price per Share:        
Investor Class Shares:        
Net assets applicable to shares outstanding   $ 61,260,144  
Shares of beneficial interest issued and outstanding     6,118,578  
Redemption price per share   $ 10.01  
         
Institutional Class Shares:        
Net assets applicable to shares outstanding   $ 10,993,496,456  
Shares of beneficial interest issued and outstanding     1,099,927,739  
Redemption price per share   $ 9.99  

 

See accompanying Notes to Financial Statements.

 14 

 

FPA New Income Fund

STATEMENT OF OPERATIONS

For the Six Months Ended March 31, 2026 (Unaudited)

 

 

Investment income:      
Interest   $ 237,437,898  
Dividends from affiliated issuers     7,803,161  
Dividends     341,129  
Total investment income     245,582,188  
         
Expenses:        
Advisory fees     26,751,169  
Shareholder servicing fees - Investor Class (Note 7)     38,871  
Shareholder servicing fees - Institutional Class (Note 7)     3,598,820  
Fund services fees     570,924  
Registration fees     165,540  
Shareholder reporting fees     120,856  
Trustees’ fees and expenses     75,126  
Legal fees     46,807  
Miscellaneous     41,837  
Insurance fees     27,402  
Chief Compliance Officer fees     9,169  
Auditing fees     8,008  
Total expenses     31,454,529  
Advisory fees waived and shareholder servicing fees reimbursed (Note 3 and 7)     (7,139,999 )
Net expenses     24,314,530  
Net investment income (loss)     221,267,658  
         
Realized and Unrealized Gain (Loss):        
Net realized gain (loss) on:        
Investments     36,391,170  
Total realized gain (loss)     36,391,170  
Net change in unrealized appreciation (depreciation) on:        
Investments     (121,539,735 )
Investments in affiliated issuers     10,592,073  
Net change in unrealized appreciation (depreciation)     (110,947,662 )
Net realized and unrealized gain (loss)     (74,556,492 )
         
Net Increase (Decrease) in Net Assets from Operations   $ 146,711,166  

 

See accompanying Notes to Financial Statements.

 15 

 

FPA New Income Fund

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    For the
Six Months Ended
March 31, 2026
(Unaudited)
   

For the

Year Ended

September 30, 2025

 
Increase (Decrease) in Net Assets from:                
Operations:                
Net investment income (loss)   $ 221,267,658     $ 390,890,503  
Total realized gain (loss) on investments     36,391,170       3,449,589  
Net change in unrealized appreciation (depreciation) on investments and Investments in affiliated issuers - unrealized     (110,947,662 )     58,868,520  
Net increase (decrease) in net assets resulting from operations     146,711,166       453,208,612  
                 
Distributions to Shareholders:                
Distributions:                
Investor Class     (1,101,309 )     (653,513 )
Institutional Class     (247,329,056 )     (369,436,565 )
Total distributions to shareholders     (248,430,365 )     (370,090,078 )
                 
Capital Transactions:                
Net proceeds from shares sold:                
Investor Class     40,582,536       26,790,740  
Institutional Class     1,711,815,376       3,275,851,451  
Reinvestment of distributions:                
Investor Class     979,056       525,220  
Institutional Class     222,076,894       324,630,316  
Cost of shares redeemed:                
Investor Class     (8,908,636 )     (8,512,295 )
Institutional Class     (1,098,646,585 )     (2,170,166,498 )
Net increase (decrease) in net assets from capital transactions     867,898,641       1,449,118,934  
                 
Total increase (decrease) in net assets     766,179,442       1,532,237,468  
                 
Net Assets:                
Beginning of period     10,288,577,158       8,756,339,690  
End of period   $ 11,054,756,600     $ 10,288,577,158  
                 
Capital Share Transactions:                
Shares sold:                
Investor Class     4,012,268       2,689,720  
Institutional Class     169,497,127       329,511,487  
Shares reinvested:                
Investor Class     97,053       52,771  
Institutional Class     22,050,982       32,795,272  
Shares redeemed:                
Investor Class     (881,296)       (856,888 )
Institutional Class     (108,869,765 )     (219,207,441 )
Net increase (decrease) in capital share transactions     85,906,369       144,984,921  

 

See accompanying Notes to Financial Statements.

 16 

 

FPA New Income Fund

FINANCIAL HIGHLIGHTS

Investor Class

 

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

   

For the
Six Months

Ended
March 31,

2026

(Unaudited)

   

For the
Year Ended
September 30,

2025

    For the
Period Ended
September 30,
20241
 
Net asset value, beginning of period   $ 10.11     $ 10.02     $ 9.63  
Income from Investment Operations:                        
Net investment income (loss)2     0.20       0.42       0.18  
Net realized and unrealized gain (loss)     (0.07 )     0.06       0.37  
Total from investment operations     0.13       0.48       0.55  
                         
Less Distributions:                        
From net investment income     (0.23 )     (0.39 )     (0.16 )
Total distributions     (0.23 )     (0.39 )     (0.16 )
Net asset value, end of period   $ 10.01     $ 10.11     $ 10.02  
                         
Total return3     1.33 %4      4.93 %     5.80 %4 
                         
Ratios and Supplemental Data:                        
Net assets, end of period (in thousands)   $ 61,260     $ 29,220     $ 10,072  
                         
Ratio of expenses to average net assets:                        
Before fees waived and expenses absorbed     0.69 %5      0.77 %6      0.78 %5 
After fees waived and expenses absorbed     0.55 %5      0.55 %6,7      0.55 %8 
Ratio of net investment income (loss) to average net assets:                        
Before fees waived and expenses absorbed     3.90 %5      3.99 %     4.15 %5 
After fees waived and expenses absorbed     4.04 %5      4.21 %     4.38 %5 
                         
Portfolio turnover rate     30 %4      41 %     63 %4 

 

1 The Investor Class commenced operations on April 30, 2024. The data shown reflects operations for the period April 30, 2024 to September 30, 2024.
2 Based on average shares outstanding for the period.
3 Total returns would have been higher/lower had expenses not been recovered/waived and absorbed by the Adviser. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
4 Not annualized.
5 Annualized.
6 If interest expense had been excluded, the expense ratios would have been lowered by 0.00% for the year ended September 30, 2025.
7 The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business) in excess of 0.454% of the average daily net assets of the Institutional Class shares of the Fund through January 31, 2025, and in excess of 0.554% of the average daily net assets of the Investor Class shares of the Fund from through January 31, 2026. This agreement may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Advisory Agreement.
8 The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business) in excess of 0.55% of the average daily net assets of the Investor Class shares of the Fund from inception through July 27, 2024, and in excess of 0.554% of the average daily net assets of the Investor Class shares of the Fund from July 28, 2024 through April 30, 2025. This agreement may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Advisory Agreement.

 

See accompanying Notes to Financial Statements.

 17 

 

FPA New Income Fund

FINANCIAL HIGHLIGHTS

Institutional Class

 

 

Per share operating performance.

For a capital share outstanding throughout each period.

 

   

For the

Six Months
Ended
March 31,
2026

    For the Year Ended September 30,  
    (Unaudited)     2025     2024     2023     20221     20211  
Net asset value, beginning of period   $ 10.09     $ 10.01     $ 9.51     $ 9.48     $ 10.02     $ 10.00  
Income from Investment Operations:                                                
Net investment income (loss)2     0.21       0.43       0.44       0.36       0.15       0.13  
Net realized and unrealized gain (loss)     (0.08 )     0.05       0.47       0.03       (0.53 )     0.03  
Total from investment operations     0.13       0.48       0.91       0.39       (0.38 )     0.16  
                                                 
Less Distributions:                                                
From net investment income     (0.23 )     (0.40 )     (0.41 )     (0.36 )     (0.16 )     (0.14 )
Total distributions     (0.23 )     (0.40 )     (0.41 )     (0.36 )     (0.16 )     (0.14 )
Net asset value, end of period   $ 9.99     $ 10.09     $ 10.01     $ 9.51     $ 9.48     $ 10.02  
                                                 
Total return3     1.32 %4      5.00 %     9.74 %     4.21 %     (3.87 )%     1.56 %
                                                 
Ratios and Supplemental Data:                                                
Net assets, end of period (in thousands)   $ 10,993,496     $ 10,259,358     $ 8,746,268     $ 7,819,065     $ 9,465,665     $ 11,944,191  
                                                 
Ratio of expenses to average net assets:                                                
Before fees waived and expenses absorbed     0.59 %5      0.59 %6,7      0.58 %     0.59 %     0.59 %     0.58 %
After fees waived and expenses absorbed     0.45 %5      0.45 %6,7      0.45 %8      0.45 %     0.46 %     0.48 %
Ratio of net investment income (loss) to average net assets:                                                
Before fees waived and expenses absorbed     4.00 %5      4.17 %     4.35 %     3.59 %     1.43 %     1.18 %
After fees waived and expenses absorbed     4.14 %5      4.31 %     4.48 %     3.73 %     1.56 %     1.28 %
                                                 
Portfolio turnover rate     30 %4      41 %     63 %     50 %     103 %     81 %

 

* All existing class of shares were designated as Institutional Class Shares, effective April 30, 2024. The ticker symbol for Institutional Class Shares remains “FPNIX”.
1 Audits performed for the fiscal years indicated by the Fund’s previous auditor, Ernst & Young LLP.
2 Based on average shares outstanding for the period.
3 Total returns would have been higher/lower had expenses not been recovered/waived and absorbed by the Adviser. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
4 Not annualized.
5 Annualized.
6 The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees
and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business) in excess of 0.454% of the average daily net assets of the Institutional Class shares of the Fund from through January 31, 2026. This agreement may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Advisory Agreement.
7 If interest expense had been excluded, the expense ratios would have been lowered by 0.00% for the year ended September 30, 2025.
8 The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business) in excess of 0.45% of the average daily net assets of the Institutional Class shares of the Fund through July 27, 2024, and in excess of 0.454% of the average daily net assets of the Institutional Class shares of the Fund from July 28, 2024 through April 30, 2025. This agreement may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Advisory Agreement.

 

See accompanying Notes to Financial Statements.

 18 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS

March 31, 2026 (Unaudited)

 

 

Note 1 – Organization

FPA New Income Fund (the “Fund”) is a diversified series of Investment Managers Series Trust III, (formerly, FPA Funds Trust), (the “Trust”), which is registered as an open-end management company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary investment objective is to seek current income and long-term total return taking into consideration capital preservation. First Pacific Advisors, LP (the “Adviser”) has served as the Fund’s investment adviser since July 11, 1984.

 

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.

 19 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

(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) 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.

 20 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

Accounting for Uncertainty in Income Taxes (the “Income Tax Statement”) requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund’s tax returns to determine whether these positions meet a “more-likely-than-not” standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the “more-likely-than-not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.

 

The Income Tax Statement requires management of the Fund to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Fund’s current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of March 31, 2026 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.

 

(e) Distributions to Shareholders

The Fund will make distributions of net investment income monthly and net capital gains, if any, at least annually. Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.

 

The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain (loss) items for financial statement and tax purposes.

 

(f) Illiquid Securities

Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Liquidity Risk Management Program (“LRMP”) that requires, among other things, that the Fund limits its illiquid investments that are assets to no more than 15% of net assets. An illiquid investment is any security which may not reasonably be expected to be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. If the Adviser, at any time determines that the value of illiquid securities held by the Fund exceeds 15% of its net asset value, the Adviser will take such steps as it considers appropriate to reduce them as soon as reasonably practicable in accordance with the Fund’s written LRMP.

 

(g) Use of Estimates

The presentation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

 

(h) Stripped Mortgage-Backed Interest Only (“I/O”) and Principal Only (“P/O”) Securities

Stripped mortgage-backed securities are usually structured with two classes that receive different proportions of the interest and principal distributions on a pool of mortgage assets. In certain cases, one class will receive all of the interest payments on the underlying mortgages (the I/O class), while the other class will receive all of the principal payments (the P/O class). The Fund currently has investments in I/O securities. The yield to maturity on I/Os is sensitive to the rate of principal repayments (including prepayments) on the related underlying mortgage assets, and principal payments may have a material effect on yield-to-maturity. If the underlying mortgage assets experience greater than anticipated prepayments of principal, a Fund may not fully recoup its initial investment in I/Os.

 21 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

(i) Credit Risk

Debt securities are subject to credit risk, meaning that the issuer of the debt security may default or fail to make timely payments of principal or interest. The values of any of the Fund’s investments may also decline in response to events affecting the issuer or its credit rating. The lower rated debt securities in which the Fund may invest are considered speculative and are generally subject to greater volatility and risk of loss than investment grade securities, particularly in deteriorating economic conditions. The Fund invests a significant portion of its assets in securities of issuers that hold mortgage-and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults. Continuing shifts in the market’s perception of credit quality on securities backed by commercial and residential mortgage loans and other financial assets may result in increased volatility of market price and periods of illiquidity that can negatively impact the valuation of certain securities held by the Fund.

 

Note 3 – Investment Advisory and Other Agreements

The Trust, on behalf of the Fund, entered into an Investment Advisory Agreement (the “Agreement”) with the Adviser. Under the terms of the Agreement, the Fund pays a monthly investment advisory fee to the Adviser at the annual rate of 0.50% of the Fund’s average daily net assets. In addition, the Adviser has voluntarily agreed to waive the advisory fee it receives from the Fund by 0.046% through January 31, 2027 of the Fund’s average daily net assets. The Adviser will not seek recoupment of the advisory fees voluntarily waived.

 

The Adviser has contractually agreed to reimburse the Fund for Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage fees and commissions payable by the Fund in connection with the purchase or sale of portfolio securities, and extraordinary expenses, including litigation expenses not incurred in the Fund’s ordinary course of business) in excess of 0.454% of the average daily net assets of the Institutional Class shares of the Fund through January 31, 2027, and in excess of 0.554% of the average daily net assets of the Investor Class shares of the Fund through January 31, 2027. This agreement may only be terminated earlier by the Fund’s Board of Trustees (the “Board”) or upon termination of the Agreement. For the six-months ended March 31, 2026, the Adviser waived a portion of its advisory fees totaling $7,139,999.

 

UMBFS serves as the Fund’s fund accountant, transfer agent and co-administrator; and Mutual Fund Administration, LLC (“MFAC”) serves as the Fund’s other co-administrator. UMB Bank, n.a., an affiliate of UMBFS, serves as the Fund’s custodian. The Fund’s allocated fees incurred for fund accounting, fund administration, transfer agency and custody services for the six-months ended March 31, 2026, 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.

 

Dziura Compliance Consulting, LLC provides Chief Compliance Officer (“CCO”) services to the Trust. The Fund’s allocated fees incurred for CCO services for the six-months ended March 31, 2026 are reported on the Statement of Operations.

 

Certain trustees and officers of the Trust are employees of UMBFS, MFAC or the Adviser. The Fund does not compensate trustees and officers affiliated with the Fund’s co-administrators or the Adviser. For the six-months ended March 31, 2026, 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.

 22 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

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.

 

Note 4 – Federal Income Taxes

At March 31, 2026, gross unrealized appreciation/(depreciation) of investments, based on cost for federal income tax purposes were as follows:

 

Cost of investments   $ 10,899,120,169  
         
Gross unrealized appreciation   $ 212,348,160  
Gross unrealized depreciation     (107,516,366 )
         
Net unrealized appreciation/(depreciation)   $ 104,831,794  

 

Note 5 – Investment Transactions

For the six-months ended March 31, 2026, purchases and sales of investments, excluding short-term investments, were $3,829,917,778 and $2,995,277,277, respectively.

 

Note 6 – Indemnifications

In the normal course of business, the Fund enters into contracts that contain a variety of representations which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund expects the risk of loss to be remote.

 

Note 7 – Shareholder Servicing Plan

Pursuant to the Shareholder Service Plan adopted by the Board, on behalf of the Fund, the Fund may pay a fee at an annual rate of up to 0.10% and 0.25% of its average daily net assets attributable to the Institutional Class and Investor Class shares of the Fund, respectively. The Fund does not pay these service fees on shares purchased directly. In addition, the Adviser may, at its own expense, pay financial representatives and/or shareholder servicing agents for these services. For the six-months ended March 31, 2026, Adviser reimbursed shareholder service fee of $3,598,820 and $16,329 for Institutional Class shares and Investor Class shares, respectively. Such fees are reported on the Statement of Operations.

 

Note 8 – Commitments and Contingencies

The Fund may enter into unfunded loan commitments. Unfunded loan commitments may be partially or wholly unfunded. During the contractual period, the Fund is obliged to provide funding to the borrower upon demand. Unfunded loan commitments are fair valued in accordance with the valuation policy described in Note 2(a) and unrealized appreciation or depreciation, if any, is recorded on the Statement of Assets and Liabilities. As of March 31, 2026, the total unfunded amount was 0.08% of the Fund’s net assets.

 23 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

As of March 31, 2026, the Fund had the following unfunded loan commitments outstanding:

 

Loan   Principal     Cost     Value    

Unrealized

Appreciation/

(Depreciation)

    Unfunded Commitment  
Lealand Finance Super Senior Exit LC   $ 8,942,164     $ (7,788 )   $ (961,283 )   $ (953,495 )   $ 8,942,164  

 

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.

 24 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used, as of March 31, 2026, in valuing the Fund’s assets carried at fair value:

 

Investments   Level 1     Level 2     Level 3     Total  
Asset-Backed Securities                                
Auto   $ -     $ 659,881,959     $ -     $ 659,881,959  
Collateralized Loan Obligation     -       304,959,505       -       304,959,505  
Equipment     -       1,047,566,165       6,855,430       1,054,421,595  
Other     -       761,377,044       -       761,377,044  
Commercial Mortgage-Backed Securities                                
Agency     -       1,270,133,025       -       1,270,133,025  
Agency Stripped     -       26,719,856       -       26,719,856  
Non-Agency     -       267,112,949       -       267,112,949  
Corporate Bank Debt     -       -       18,704,152       18,704,152  
Corporate Bonds                                
Financials     -       76,992,502       81,414,000       158,406,502  
Health Care     -       8,996,790       -       8,996,790  
Residential Mortgage-Backed Securities                                
Agency Collateralized Mortgage Obligation     -       69,739,879       47,801,094       117,540,973  
Agency Pool Adjustable Rate     -       149,907,158       -       149,907,158  
Agency Pool Fixed Rate     -       1,538,450,462       -       1,538,450,462  
Non-Agency Collateralized Mortgage Obligation     -       638,189,520       -       638,189,520  
U.S. Treasury Notes & Bonds     -       3,221,263,820       -       3,221,263,820  
Common Stocks                                
Metals & Mining     -       -       49,921,392       49,921,392  
Real Estate Services     5,649,459       -       -       5,649,459  
Transportation & Logistics     -       -       114,002,279       114,002,279  
Short-Term Investments     29,082,005       609,231,518               638,313,523  
    $ 34,731,464     $ 10,650,522,152     $ 318,698,347     $ 11,003,951,963  

 

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

 

    Asset-Backed Securities     Common Stocks     Corporate Bank Debt     Corporate Bonds     Residential Mortgage-
Backed Securities
 
Beginning balance September 30, 2025   $ 7,864,954     $ 171,726,832     $ 18,577,645     $ 81,414,000     $ -  
Transfers into Level 3 during the period     -       -       -       -       -  
Transfers out of Level 3 during the period     -       -       -       -       -  
Total realized gain/(loss)     652       -       225,005       -       -  
Total unrealized appreciation/(depreciation)     268,303       (7,803,161 )     188,727       -       (498 )
Amortization of Discount (Amortization of Premium)     -       -       27,755       -       498  
Net purchases     -       -       5,411       -       47,801,094  
Net sales     (1,278,479 )     -       (320,391 )     -       -  
Balance as of March 31, 2026   $ 6,855,430     $ 163,923,671     $ 18,704,152     $ 81,414,000     $ 47,801,094  
 25 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

The following table presents additional quantitative information about valuation methodologies and inputs used for investments that are measured at fair value and categorized within Level 3 as of March 31, 2026:

 

Asset Class  

Fair Value

March 31, 2026

    Valuation Methodologies   Unobservable Input  

Input

Range/Value

    Valuation
Weighted Average
of Input
    Impact to Valuation
From an Increase in
Input(1)
Residential Mortgage-Backed Securities - Agency Collateralized Mortgage Obligation   $ 47,801,094     Third-Party Broker Quote(2)   Quotes/Prices   $ 90.99     $ 90.99     Increase
Asset-Backed Securities - Equipment   $ 6,855,430     Third-Party Broker Quote(2)   Quotes/Prices   $ 95.50     $ 95.50     Increase
Common Stocks   $ 114,002,279     Pricing Model(3)   Last Reported Trade   $ 29.95     $ 29.95     Increase
    $ 49,921,392     Pricing Model(4)   Transaction Terms   $ 1.25     $ 1.25     Increase
Corporate Bank Debt   $ 19,367,643     Third-Party Broker Quote(2)   Quotes/Prices   $ 101.55     $ 101.55     Increase
    $ (666,120 )   Pricing Model(5)   Quotes/Prices   $ 77.00     $ 77.00     Increase
    $ 2,630     Asset Approach(6)   Estimated Recover Proceeds   $ 0.01     $ 0.01     Increase
Corporate Bonds   $ 81,414,000     Pricing Model(7)   Cost   $ 100.00     $ 100.00     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 the last reported trade in the security.
(4) The Pricing Model technique for Level 3 securities involves the terms of a completed third-party acquisition of the company. If the financial condition of the underlying assets were to deteriorate, or if the market comparables were to fall, the value of the investment could be lower.
(5) The Pricing Model technique for Level 3 securities involves recently quoted funding prices of the security.
(6) The Asset Approach technique for Level 3 securities involves the potential of likelihood of future bankruptcy distributions.
(7) 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.

 

Note 10 – Investments in Affiliated Issuers

An affiliated issuer is an entity in which the Fund has ownership of a least 5% of the voting securities. Issuers that are affiliates of the Fund at period-end are noted in the Fund’s Schedule of Investments. Additional security purchases and the reduction of certain securities shares outstanding of existing portfolio holdings that were not considered affiliated in prior years may result in the Fund owning in excess of 5% of the outstanding shares at period-end. The table below reflects transactions during the period with entities that are affiliates as of March 31, 2026 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:

 

Security Description   Shares as of September 30, 2025     Ending Value as of September 30, 2025     Purchases at Cost     Proceeds from Sales     Net Realized Gain (Loss) on Sales Affiliated Investment     Accretion of Discount (Amortization of Premium and Return of Capital)     Change in Unrealized Appreciation (Depreciation)     Transfer In (Out)     Ending Value as of March 31, 2026     Shares as of March 31, 2026     Dividend Income From Affiliated Investments  
AIPCF VIII A-BL Aggregator Cayman LP     39,831,957     $ 49,921,392     $ -     $ -     $ -     $ -     $ -     $ -     $ 49,921,392       39,831,957     $ -  
PHI Group, Inc. Restricted     3,806,420     $ 121,805,440     $ -     $ -     $ -     $ -     $ (7,803,161 )   $ -     $ 114,002,279       3,806,420     $ 7,803,161  
Total           $ 171,726,832     $ -     $ -     $ -     $ -     $ (7,803,161 )   $ -     $ 163,923,671             $ 7,803,161  
 26 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

Note 11 – Restricted Securities

Restricted securities include securities that have not been registered under the Securities Act of 1933, as amended, and securities that are subject to restrictions on resale. The Fund may invest in restricted securities that are consistent with the Fund’s investment objective and investment strategies. Investments in restricted securities are valued at net asset value as a practical expedient for fair value, or fair value as determined in good faith in accordance with procedures adopted by the Board. It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term, and the difference could be material.

 

As of March 31, 2026, the Fund invested in the following restricted securities:

 

Issuer   Initial Acquisition
Date
  Cost     Fair Value     Fair Value as a %
 of Net Assets
 
AIPCF VIII A-BL Aggregator Cayman LP   4/18/2024   $ 68,316,627     $ 49,921,392       0.45 %
Apollo Debt Solution BDC Senior Notes, 8.620%, 9/28/2028   8/10/2023     26,023,000       26,023,000       0.24 %
Capstone Acquisition Holdings, Inc. Term Loan, 8.268% (1-Month Term SOFR+460 basis points), 11/12/2029   11/12/2020     18,964,731       19,367,643       0.18 %
Copper Property CTL Pass Through Trust   10/5/2017     25,752,396       5,649,459       0.05 %
Heartland Dental LLC/Heartland Dental Finance Corp., 10.500% (1-Month Term SOFR+500 basis points), 4/30/2028   5/25/2023     8,646,044       8,996,790       0.08 %
Hlend Senior Notes, 8.170%, 3/15/2028   2/16/2023     42,500,000       42,500,000       0.38 %
JC Penney Corp., Inc., 5.568% (3-Month USD Libor+425 basis points), 6/23/2027   2/3/2021     -       2,630       0.00 %
Lealand Finance Company B.V. Senior Exit LC, 4.750%, 6/30/2027   2/28/2020     (7,788 )     (961,283 )     -0.09 %
McDermott Technology Americas, Inc., 7.782%, (1-Month Term SOFR+400 basis points), 12/31/2027   3/25/2024     226,858       295,162       0.00 %
OCREDIT BDC Senior Notes, 7.770%, 3/07/2029   2/22/2024     12,891,000       12,891,000       0.12 %
PHI Group, Inc.   8/19/2019     31,131,405       114,002,279       1.03 %
Prop 2017-1A, 5.300% 3/15/2042   2/9/2017     7,174,798       6,855,429       0.06 %
        $ 241,619,071     $ 285,543,501       2.50 %

 

Note 12 – Market Disruption and Geopolitical Risks

Certain local, regional, or global events such as war, acts of terrorism, the spread of infectious illness and/or other public health issues, financial institution instability or other events may have a significant impact on a security or instrument. These types of events and others like them are collectively referred to as “Market Disruptions and Geopolitical Risks” and they may have adverse impacts on the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. Some of the impacts noted in recent times include but are not limited to embargos, political actions, supply chain disruptions, tariffs, bank failures, restrictions to investment and/or monetary movement including the forced selling of securities or the inability to participate impacted markets. The duration of these events could adversely affect the Fund’s performance, the performance of the securities in which the Funds invests and may lead to losses on your investment. The ultimate impact of “Market Disruptions and Geopolitical Risks” on the financial performance of the Fund’s investments is not reasonably estimable at this time. Management is actively monitoring these events.

 

Note 13 – New Accounting Pronouncements

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.

 27 

 

FPA New Income Fund

NOTES TO FINANCIAL STATEMENTS - Continued

March 31, 2026 (Unaudited)

 

 

Note 14 – Events Subsequent to the Fiscal Period End

The Fund has adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Fund’s related events and transactions that occurred through the date of issuance of the Fund’s financial statements.

 

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

 28 

 

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

 

Not Applicable.

 

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

 

Not Applicable.

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

 

This information is included in Item 7, as part of the financial statements.

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

 

Not Applicable.

   

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable to open-end investment companies.

 

Item 15. Submission of Matters to a Vote of Security Holders.

 

The registrant has not made any material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees.

 

Item 16. Controls and Procedures.

 

(a) The Registrant’s Principal Executive Officer and Principal Financial Officer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

 

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a) Not applicable.

 

(b) Not applicable.

 

Item 19. Exhibits.

 

(a) (1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable.

 

(a) (2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed. Instruction to paragraph (a)(2). – Not Applicable.

 

(a) (3) A separate certification for each principal executive and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)), Filed herewith.

 

(a) (4) Not Applicable

 

(a) (5) Not Applicable

 

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

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) Investment Managers Series Trust III  
     
By (Signature and Title) /s/ Maureen Quill  
  Maureen Quill, President and Principal Executive Officer  
     
Date 6/8/2026  

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title) /s/ Maureen Quill  
  Maureen Quill, President and Principal Executive Officer  
     
Date 6/8/2026  
     
By (Signature and Title) /s/ Rita Dam  
  Rita Dam, Treasurer and Principal Financial Officer  
     
Date 6/8/2026