Advisors Series Trust

09/04/2024 | Press release | Distributed by Public on 09/04/2024 15:23

Prospectus by Investment Company - Form 497

Document

Capital Advisors Growth Fund

Investor Class: CIAOX
(the "Fund")

a series of Advisors Series Trust (the "Trust")
Supplement dated September 4, 2024 to the
Statement of Additional Information ("SAI") dated April 28, 2024

At a meeting of the Trust's Governance and Nominating Committee (the "Committee") held on June 27, 2024, the Committee, which consists solely of Trustees who are not "interested persons" of the Trust ("Independent Trustees") as defined in the Investment Company Act of 1940, as amended (the "1940 Act"), determined it was necessary to increase the size of the Board of Trustees to five members, and recommended Mr. Craig Wainscott and Ms. Anne Kritzmire for election as additional Independent Trustees of the Trust. The Committee also recommended Ms. Michele Rackey be nominated for election by shareholders, as she has served as an Independent Trustee since her appointment by the Board of Trustees in January 2023, but had not previously been elected by shareholders. At a meeting of the Board of Trustees held on June 27, 2024, the Board reviewed the recommendation of the Committee in materials presented to them and approved the nomination of Mr. Craig Wainscott, Ms. Anne Kritzmire and Ms. Michele Rackey to be elected by shareholders as Independent Trustees of the Trust.

During a special shareholder meeting on August 27, 2024, the shareholders of the Trust approved the election of Mr. Craig Wainscott, Ms. Anne Kritzmire and Ms. Michele Rackey as Independent Trustees of the Trust.

Accordingly, the following sections of the Fund's SAI have been revised to reflect these updates.

The Trustee table in the section titled "MANAGEMENT" of the Fund's SAI has been revised to reflect updated Trustee information as follows:

Independent Trustees(1)

Name, Year of Birth and Address Position Held with the Trust
Term of Office and Length of Time Served*
Principal Occupation
During Past Five Years
Number of Portfolios
in Fund Complex
Overseen by Trustee(2)
Other Directorships Held During Past Five Years(3)
David G. Mertens
(1960)
615 E. Michigan Street
Milwaukee, WI 53202
Board Chair

Trustee
Indefinite term; since October 2023.

Indefinite term; since March 2017.
Partner and Head of Business Development, QSV Equity Investors, LLC, (formerly known as Ballast Equity Management, LLC) (a privately-held investment advisory firm) (February 2019 to present); Managing Director and Vice President, Jensen Investment Management, Inc. (a privately-held investment advisory firm) (2002 to 2017). 1 Trustee, Advisors Series Trust (for series not affiliated with the Fund).
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Name, Year of Birth and Address Position Held with the Trust
Term of Office and Length of Time Served*
Principal Occupation
During Past Five Years
Number of Portfolios
in Fund Complex
Overseen by Trustee(2)
Other Directorships Held During Past Five Years(3)
Joe D. Redwine
(1947)
615 E. Michigan Street
Milwaukee, WI 53202
Trustee Indefinite term; since September 2008. Retired; formerly Manager, President, CEO, U.S. Bancorp Fund Services, LLC, and its predecessors, (May 1991 to July 2017). 1 Trustee, Advisors Series Trust (for series not affiliated with the Fund).
Michele Rackey
(1959)
615 E. Michigan Street
Milwaukee, WI 53202
Trustee Indefinite term; since January 2023. Chief Executive Officer, Government Employees Benefit Association (GEBA) (benefits and wealth management organization) (2004 to 2020); Board Member, Association Business Services Inc. (ABSI) (for-profit subsidiary of the American Society of Association Executives) (2019 to 2020). 1 Trustee, Advisors Series Trust (for series not affiliated with the Fund).
Anne W. Kritzmire
(1962)
615 E. Michigan Street
Milwaukee, WI 53202
Trustee Indefinite term; since August 2024. Principal Owner of AW Kritzmire Consulting (2021-Present); Business Faculty Lead of Lake Forest Graduate School of Management (2021-Present); Head of Multi-Asset and various other positions of Nuveen Investments (1999-2020) 1 Lead Independent Director of Thornburg Income Builder Opportunities Trust (a closed end fund) (2020-Present); Trustee, Finance Commissioner, and Acting Treasurer of Village of Long Grove (municipal government) (2017-Present).
Craig B. Wainscott
(1961)
615 E. Michigan Street
Milwaukee, WI 53202
Trustee Indefinite term; since August 2024. CEO instaCOVER LLC (Specialized insurance/technology company) 2014-2021, and CFO 2021-2023. 1 Independent Trustee of iMGP Funds (14 Funds) (2024-Present); Independent Trustee and Board Chair of Brandes Investment Trust (6 Funds) (2011-2024); Board Member of Paradigm Project (social venture company) (2010-2020).

*The Trustees have designated a mandatory retirement age of 75, such that each Trustee, serving as such on the date he or she reaches the age of 75, shall submit his or her resignation not later than the last day of the calendar year in which his or her 75th birthday occurs ("Retiring Trustee"). Upon request, the Board may, by vote of a majority of the Trustees eligible to vote on such matter, determine whether or not to extend such Retiring Trustee's term and on the length of a one-time extension of up to three additional years. At a meeting held December 7-8, 2022, by vote of the majority of the Trustees (not including Mr. Redwine), Mr. Redwine's term as Trustee was extended for three additional years to expire on December 31, 2025.
(1)The Trustees of the Trust who are not "interested persons" of the Trust as defined under the 1940 Act ("Independent Trustees").
(2)As of August 30, 2024, the Trust is comprised of 33 active portfolios managed by unaffiliated investment advisers. The term "Fund Complex" applies only to the Fund. The Fund does not hold itself out as related to any other series within the Trust for investment purposes, nor does it share the same investment adviser with any other series.
(3)"Other Directorships Held" includes only directorship of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934 Act, as amended, (that is, "public companies") or other investment companies registered under the 1940 Act.
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The following information is added to the sub-section titled "Additional Information Concerning Our Board of Trustees" of the Fund's SAI:

Anne W. Kritzmire. Ms. Kritzmire has substantial experience in registered funds and investment management through her experience as Head of Multi-Asset/Solutions Marketing, Managing Director of Closed-End Funds, Managing Director of Channel Marketing, and Director of Customer Insights at Nuveen Investments. Ms. Kritzmire serves as Lead Independent Director on the Board of Directors and is a member of the Audit Committee and Nominating and Governance Committee of the Thornburg Income Builder Opportunities Trust (2020-Present). With respect to the Thornburg Income Builder Opportunities Trust, she is considered to be a qualified financial expert. She has also served on several other boards including as a Trustee, Financial Commissioner, and Acting Treasurer at Village of Long Grove (2017-Present). Ms. Kritzmire has a B.S. in Electrical Engineering from University of Notre Dame and has an MBA in Finance and Marketing from Northwestern University, Kellogg Graduate School of Management.

Craig B. Wainscott. Mr. Wainscott has substantial global executive and advisory experience, including his current position as a mutual fund trustee at iMGP Funds and early-stage business advisor. He formerly served as an Independent Trustee and Board Chair of Brandes Investment Trust. He also has extensive C-Suite Leadership, including his position as Chief Executive Officer at Russell Investments Canada for five years, leading a diverse collection of businesses such as mutual funds, institutional funds, consulting, and brokerage. He has also served as CEO at instaCOVER LLC and CFO at The Paradigm Project. Mr. Wainscott continues to serve as Board Advisor at Cadenced Biomedical (an early-stage medical device company). He has also served as a board member for The Paradigm Project. Mr. Wainscott is a qualified financial expert, having served as the CFO for two organizations, audit committee member, and is a CFA.

The table under the sub-section titled "Trustee Ownership of Fund Shares and Other Interests" of the Fund's SAI is amended and replaced with the following:

Trustee Ownership of Fund Shares and Other Interests

The following table shows the amount of shares in the Fund and the amount of shares in other portfolios of the Trust owned by the Trustees as of the calendar year ended December 31, 2023.

Independent Trustees Dollar Range of Equity
Securities in the
Fund
Aggregate Dollar Range
of Fund Shares in the Trust
(None, $1-$10,000, $10,001-$50,000, $50,001-$100,000,
Over $100,000)
David G. Mertens None Over $100,000
Joe D. Redwine None $50,001 - $100,000
Michele Rackey None $10,001 - $50,000
Anne W. Kritzmire(1)
None None
Craig B. Wainscott(1)
None None

(1) Ms. Kritzmire and Mr. Wainscott began serving as Independent Trustees effective August 27, 2024.



Please retain this Supplement with your Statement of Additional Information

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