07/02/2024 | Press release | Distributed by Public on 07/02/2024 08:17
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 | 811-07324 |
Chesapeake Investment Trust
(Exact name of registrant as specified in charter)
285 Wilmington-West Chester Pike Chadds Ford, Pennsylvania | 19317 |
(Address of principal executive offices) | (Zip code) |
Capitol Services Inc. |
1675 S State Street, Suite B, Dover, DE 19901 |
(Name and address of agent for service) |
With a copy to:
Jesse D. Hallee, Esq.
Ultimus Fund Solutions, LLC
225 Pictoria Drive, Suite 450
Cincinnati, Ohio 45246
and
John H. Lively, Esq.
Practus, LLP
11300 Tomahawk Creek Parkway, Suite 310
Leawood, KS 66211
Registrant's telephone number, including area code: | (610) 558-2800 |
Date of fiscal year end: | October 31 | |
Date of reporting period: | April 30, 2024 |
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. | Reports to Stockholders. |
(a) |
The Chesapeake Growth Fund | |||||
Semi-Annual Report | |||||
April 30, 2024 | |||||
(Unaudited) | |||||
Investment Advisor | Administrator | ||||
Gardner Lewis Asset Management, L.P. | Ultimus Fund Solutions, LLC | ||||
285 Wilmington-West Chester Pike | P.O. Box 46707 | ||||
Chadds Ford, Pennsylvania 19317 | Cincinnati, Ohio 45246-0707 | ||||
www.chesapeakefunds.com | 1-800-430-3863 | ||||
The Chesapeake Growth Fund |
The Chesapeake Growth Fund vs S&P 500® Total Return Index
Sector Diversification
April 30, 2024 (Unaudited)
Top Ten Equity Holdings
April 30, 2024 (Unaudited)
% of | |
Security Description | Net Assets |
Microsoft Corporation | 6.2% |
Mastercard, Inc. - Class A | 5.8% |
Alphabet, Inc. - Class C | 5.7% |
Amazon.com, Inc. | 5.6% |
Apple, Inc. | 5.4% |
TransDigm Group, Inc. | 5.2% |
UBS Group AG | 4.6% |
Pioneer Natural Resources Company | 4.3% |
TJX Companies, Inc. (The) | 3.6% |
Boeing Company (The) | 3.2% |
1
The Chesapeake Growth Fund |
Schedule of Investments |
April 30, 2024 (Unaudited) |
Common Stocks - 89.3% | Shares | Value | ||||||
Communications - 8.2% | ||||||||
Internet Media & Services - 8.2% | ||||||||
Alphabet, Inc. - Class C * | 13,743 | $ | 2,262,648 | |||||
Netflix, Inc. * | 1,855 | 1,021,437 | ||||||
3,284,085 | ||||||||
Consumer Discretionary - 19.8% | ||||||||
Automotive - 0.9% | ||||||||
Ferrari N.V. | 885 | 367,895 | ||||||
E-Commerce Discretionary - 5.6% | ||||||||
Amazon.com, Inc. * | 12,695 | 2,221,625 | ||||||
Home Construction - 2.8% | ||||||||
Toll Brothers, Inc. | 9,275 | 1,104,745 | ||||||
Leisure Facilities & Services - 2.8% | ||||||||
Chipotle Mexican Grill, Inc. * | 143 | 451,823 | ||||||
Marriott International, Inc. - Class A | 2,755 | 650,538 | ||||||
1,102,361 | ||||||||
Retail - Discretionary - 7.7% | ||||||||
AutoZone, Inc. * | 241 | 712,492 | ||||||
lululemon athletica, inc. * | 2,641 | 952,345 | ||||||
TJX Companies, Inc. (The) | 15,157 | 1,426,122 | ||||||
3,090,959 | ||||||||
Consumer Staples - 3.0% | ||||||||
Beverages - 3.0% | ||||||||
Monster Beverage Corporation * | 22,134 | 1,183,062 | ||||||
Energy - 4.3% | ||||||||
Oil & Gas Producers - 4.3% | ||||||||
Pioneer Natural Resources Company | 6,444 | 1,735,498 | ||||||
Financials - 4.6% | ||||||||
Asset Management - 4.6% | ||||||||
UBS Group AG | 68,175 | 1,830,499 | ||||||
Health Care - 5.2% | ||||||||
Biotech & Pharma - 2.4% | ||||||||
Eli Lilly & Company | 570 | 445,227 | ||||||
Novo Nordisk A/S - ADR | 4,180 | 536,336 | ||||||
981,563 |
2
The Chesapeake Growth Fund |
Schedule of Investments (Unaudited) (Continued) |
Common Stocks - 89.3% (Continued) | Shares | Value | ||||||
Health Care - 5.2% (Continued) | ||||||||
Health Care Facilities & Services - 2.8% | ||||||||
Humana, Inc. | 3,700 | $ | 1,117,733 | |||||
Industrials - 10.7% | ||||||||
Aerospace & Defense - 8.4% | ||||||||
Boeing Company (The) * | 7,668 | 1,286,997 | ||||||
TransDigm Group, Inc. | 1,650 | 2,059,250 | ||||||
3,346,247 | ||||||||
Electrical Equipment - 2.3% | ||||||||
AMETEK, Inc. | 5,275 | 921,331 | ||||||
Materials - 2.4% | ||||||||
Construction Materials - 2.4% | ||||||||
Vulcan Materials Company | 3,685 | 949,366 | ||||||
Technology - 31.1% | ||||||||
Semiconductors - 5.2% | ||||||||
Broadcom, Inc. | 318 | 413,486 | ||||||
NVIDIA Corporation | 515 | 444,970 | ||||||
NXP Semiconductors N.V. | 4,681 | 1,199,226 | ||||||
2,057,682 | ||||||||
Software - 12.5% | ||||||||
Adobe, Inc. * | 1,515 | 701,188 | ||||||
Microsoft Corporation | 6,368 | 2,479,253 | ||||||
Roper Technologies, Inc. | 1,305 | 667,455 | ||||||
Synopsys, Inc. * | 2,115 | 1,122,198 | ||||||
4,970,094 | ||||||||
Technology Hardware - 5.4% | ||||||||
Apple, Inc. | 12,744 | 2,170,685 | ||||||
Technology Services - 8.0% | ||||||||
Gartner, Inc. * | 2,140 | 882,943 | ||||||
Mastercard, Inc. - Class A | 5,120 | 2,310,144 | ||||||
3,193,087 | ||||||||
Total Common Stocks (Cost $25,420,715) | $ | 35,628,517 |
3
The Chesapeake Growth Fund |
Schedule of Investments (Unaudited) (Continued) |
Money Market Funds - 11.1% | Shares | Value | ||||||
Fidelity Investments Money Market Government Portfolio - Class I, 5.20% (a) (Cost $4,414,174) | 4,414,174 | $ | 4,414,174 | |||||
Total Investments at Value - 100.4% (Cost $29,834,889) | $ | 40,042,691 | ||||||
Liabilities in Excess of Other Assets - (0.4%) | (150,949 | ) | ||||||
Total Net Assets - 100.0% | $ | 39,891,742 |
ADR - American Depositary Receipt.
* | Non-income producing security. |
(a) | The rate shown is the 7-day effective yield as of April 30, 2024. |
See accompanying notes to financial statements.
4
The Chesapeake Growth Fund |
Statement of Assets and Liabilities |
April 30, 2024 (Unaudited) |
ASSETS | ||||
Investments in securities: | ||||
At cost | $ | 29,834,889 | ||
At value (Note 2) | $ | 40,042,691 | ||
Receivable for capital shares sold | 8 | |||
Dividends receivable | 26,152 | |||
Tax reclaims receivable | 542 | |||
Other assets | 11,296 | |||
TOTAL ASSETS | 40,080,689 | |||
LIABILITIES | ||||
Payable for investment securities purchased | 115,042 | |||
Payable for capital shares redeemed | 10,000 | |||
Payable to Advisor (Note 5) | 33,513 | |||
Accrued Trustees' fees (Note 4) | 9,135 | |||
Payable to administrator (Note 5) | 5,000 | |||
Accrued distribution and service plan fees (Note 5) | 4,200 | |||
Accrued audit fees | 8,750 | |||
Other accrued expenses | 3,307 | |||
TOTAL LIABILITIES | 188,947 | |||
NET ASSETS | $ | 39,891,742 | ||
Net Assets consist of: | ||||
Paid-in capital | $ | 29,188,635 | ||
Accumulated earnings | 10,703,107 | |||
NET ASSETS | $ | 39,891,742 | ||
Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) | 834,734 | |||
Net asset value, offering price and redemption price per share (Note 2) | $ | 47.79 |
See accompanying notes to financial statements.
5
The Chesapeake Growth Fund |
Statement of Operations |
For the Six-Months Ended April 30, 2024 (Unaudited) |
INVESTMENT INCOME | ||||
Dividends (net of foreign withholding taxes of $1,887) | $ | 333,160 | ||
EXPENSES | ||||
Management fees (Note 5) | 201,881 | |||
Administration fees (Note 5) | 30,000 | |||
Compliance service fees (Note 5) | 30,000 | |||
Distribution and service plan fees (Note 5) | 17,831 | |||
Legal fees | 13,160 | |||
Trustees' fees (Note 4) | 12,400 | |||
Registration and filing fees | 12,345 | |||
Audit and tax services fees | 9,250 | |||
Shareholder reporting expenses | 5,619 | |||
Shareholder account maintenance fees | 5,269 | |||
Insurance expense | 4,212 | |||
Custodian and bank service fees | 3,721 | |||
Postage and supplies | 2,996 | |||
Other expenses | 7,353 | |||
TOTAL EXPENSES | 356,037 | |||
NET INVESTMENT LOSS | (22,877 | ) | ||
REALIZED AND UNREALIZED GAINS ON INVESTMENTS | ||||
Net realized gains from investment transactions | 905,854 | |||
Net change in unrealized appreciation (depreciation) on investments | 3,515,547 | |||
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS | 4,421,401 | |||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | 4,398,524 |
See accompanying notes to financial statements.
6
The Chesapeake Growth Fund |
Statements of Changes in Net Assets |
Six Months | Year | |||||||
Ended | Ended | |||||||
April 30, 2024 | October 31, | |||||||
(Unaudited) | 2023 | |||||||
FROM OPERATIONS | ||||||||
Net investment loss | $ | (22,877 | ) | $ | (93,124 | ) | ||
Net realized gains (losses) from investment transactions | 905,854 | (3,477 | ) | |||||
Net change in unrealized appreciation (depreciation) on investments | 3,515,547 | 1,976,234 | ||||||
Net increase in net assets resulting from operations | 4,398,524 | 1,879,633 | ||||||
FROM CAPITAL SHARE TRANSACTIONS | ||||||||
Proceeds from shares sold | 16,881 | 93,627 | ||||||
Payments for shares redeemed | (1,003,093 | ) | (974,033 | ) | ||||
Net decrease in net assets from capital share transactions | (986,212 | ) | (880,406 | ) | ||||
TOTAL INCREASE IN NET ASSETS | 3,412,312 | 999,227 | ||||||
NET ASSETS | ||||||||
Beginning of period | 36,479,430 | 35,480,203 | ||||||
End of period | $ | 39,891,742 | $ | 36,479,430 | ||||
SUMMARY OF CAPITAL SHARE ACTIVITY | ||||||||
Shares sold | 365 | 2,243 | ||||||
Shares redeemed | (21,054 | ) | (23,355 | ) | ||||
Net decrease in shares outstanding | (20,689 | ) | (21,112 | ) | ||||
Shares outstanding, beginning of period | 855,423 | 876,535 | ||||||
Shares outstanding, end of period | 834,734 | 855,423 |
See accompanying notes to financial statements.
7
The Chesapeake Growth Fund |
Financial Highlights |
Per share data for a share outstanding throughout each period:
For the | ||||||||||||||||||||||||
Six Months | ||||||||||||||||||||||||
Ended | ||||||||||||||||||||||||
April 30, | ||||||||||||||||||||||||
2024 | For the Years Ended October 31, | |||||||||||||||||||||||
(Unaudited) | 2023 | 2022 | 2021 | 2020 | 2019 | |||||||||||||||||||
Net asset value at beginning of period | $ | 42.64 | $ | 40.48 | $ | 58.08 | $ | 43.38 | $ | 36.73 | $ | 34.05 | ||||||||||||
Income (loss) from investment operations: | ||||||||||||||||||||||||
Net investment loss | (0.03 | ) | (0.11 | ) | (0.28 | ) | (0.61 | ) | (0.51 | ) | (0.38 | ) | ||||||||||||
Net realized and unrealized gains (losses) on investments | 5.18 | 2.27 | (14.39 | ) | 15.31 | 7.16 | 3.06 | |||||||||||||||||
Total from investment operations | 5.15 | 2.16 | (14.67 | ) | 14.70 | 6.65 | 2.68 | |||||||||||||||||
Less distributions from: | ||||||||||||||||||||||||
Net realized capital gains | - | - | (2.93 | ) | - | - | - | |||||||||||||||||
Net asset value at end of period | $ | 47.79 | $ | 42.64 | $ | 40.48 | $ | 58.08 | $ | 43.38 | $ | 36.73 | ||||||||||||
Total return (a) | 12.08 | % (b) | 5.34 | % | (26.39 | %) | 33.89 | % | 18.11 | % | 7.87 | % | ||||||||||||
Net assets at end of period (000's) | $ | 39,892 | $ | 36,479 | $ | 35,480 | $ | 50,690 | $ | 39,796 | $ | 36,710 | ||||||||||||
Ratio of total expenses to average net assets | 1.76 | % (c) | 1.86 | % | 1.75 | % | 1.66 | % | 1.82 | % | 1.85 | % | ||||||||||||
Ratio of net investment loss to average net assets | (0.11 | %) (c) | (0.26 | %) | (0.59 | %) | (1.10 | %) | (1.16 | %) | (1.01 | %) | ||||||||||||
Portfolio turnover rate | 19 | % (b) | 80 | % | 55 | % | 42 | % | 42 | % | 65 | % |
(a) | Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. |
(b) | Not annualized. |
(c) | Annualized. |
See accompanying notes to financial statements.
8
The Chesapeake Growth Fund
Notes to Financial Statements
April 30, 2024 (Unaudited)
1. Organization
The Chesapeake Growth Fund (the "Fund") is a diversified series of The Chesapeake Investment Trust (the "Trust"), an open-end management investment company organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the "1940 Act").
The investment objective of the Fund is to seek capital appreciation.
2. Significant Accounting Policies
The Fund follows accounting and reporting guidance under Financial Accounting Standards Board Accounting Standards Codification Topic 946, "Financial Services - Investment Companies." The following is a summary of the Fund's significant accounting policies used in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("GAAP").
Regulatory update - Tailored Shareholder Reports for Mutual Funds and Exchange-Traded Funds ("ETFs") - Effective January 24, 2023, the Securities and Exchange Commission (the "SEC") adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information. Other information, including financial statements, will no longer appear in a streamlined shareholder report but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the impact of these amendments on the shareholder reports for the Fund.
Securities valuation - Securities that are traded on any stock exchange, including common stocks, are generally valued at the last quoted sale price. Lacking a last sale price, an exchange traded security is generally valued at its last bid price. Securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Investments representing shares of money market funds and other open-end investment companies are valued at their net asset value ("NAV") as reported by such companies.
When using a quoted price and when the market for the security is considered active, the security will be classified as Level 1 within the fair value hierarchy (see below). Securities and assets for which representative market quotations are not readily available or which cannot be accurately valued using the Fund's normal pricing procedures are valued at fair value as determined by Gardner Lewis Asset Management, L.P. (the "Advisor"), as the Fund's valuation designee, in accordance with procedures
9
The Chesapeake Growth Fund
Notes to Financial Statements (Continued)
adopted by the Board of Trustees (the 'Board') pursuant to Rule 2a-5 under the 1940 Act. Under these procedures, the securities will be classified as Level 2 or 3 within the fair value hierarchy, depending on the inputs used. Fair value pricing may be used, for example, in situations where (i) a portfolio security is so thinly traded that there have been no transactions for that security over an extended period of time; (ii) the exchange on which the portfolio security is principally traded closes early; or (iii) trading of the portfolio security is halted during the day and does not resume prior to the Fund's NAV calculation. A portfolio security's "fair value" price may differ from the price next available for that portfolio security using the Fund's normal pricing procedures.
GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements.
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below:
● | Level 1 - quoted prices in active markets for identical securities |
● | Level 2 - other significant observable inputs |
● | Level 3 - significant unobservable inputs |
The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. 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.
The following is a summary of the Fund's investments based on the inputs used to value the investments as of April 30, 2024:
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Common Stocks | $ | 35,628,517 | $ | - | $ | - | $ | 35,628,517 | ||||||||
Money Market Funds | 4,414,174 | - | - | 4,414,174 | ||||||||||||
Total | $ | 40,042,691 | $ | - | $ | - | $ | 40,042,691 | ||||||||
Refer to the Fund's Schedule of Investments for a listing of the securities by sector and industry type. The Fund did not hold derivative instruments or any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the six months ended April 30, 2024.
Share valuation - The NAV per share of the Fund is calculated as of the close of trading on the New York Stock Exchange (the "Exchange") (normally 4:00 p.m., Eastern Time) on each day that the Exchange is open for business. The NAV per share of the Fund
10
The Chesapeake Growth Fund
Notes to Financial Statements (Continued)
is calculated by dividing the total value of the Fund's assets, minus liabilities, by the number of shares outstanding. The offering price and redemption price per share is equal to the NAV per share.
Investment transactions and investment income - Investment transactions are accounted for on trade date. Cost of investments sold is determined on a specific identification basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the security received. Interest income, if any, is accrued as earned and includes amortization of discounts and premiums. Withholding taxes on foreign dividends, if any, have been recorded in accordance with the Fund's understanding of the applicable country's rules and tax rates.
Distributions to shareholders - Distributions arising from net investment income and net realized capital gains, if any, are declared and paid at least annually. The amount of distributions from net investment income and net realized capital gains are determined in accordance with income tax regulations, which may differ from GAAP, and are recorded on the ex-dividend date. There were no distributions paid to shareholders during the six months ended April 30, 2024, and during the year ended October 31, 2023.
Estimates - The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of increase (decrease) in net assets from operations during the reporting period. Actual results could differ from those estimates.
Federal income tax - The Fund has qualified and intends to continue to qualify as a regulated investment company under the Internal Revenue Code of 1986, as amended (the "Code"). Qualification generally will relieve the Fund of liability for federal income taxes to the extent 100% of its net investment income and net realized capital gains are distributed in accordance with the Code.
In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also the Fund's intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.
11
The Chesapeake Growth Fund
Notes to Financial Statements (Continued)
The following information is computed on a tax basis for each item as of October 31, 2023:
Tax cost of investments | $ | 30,019,611 | ||
Gross unrealized appreciation | $ | 7,398,809 | ||
Gross unrealized depreciation | (783,979 | ) | ||
Net unrealized appreciation | 6,614,830 | |||
Accumulated capital and other losses | (310,247 | ) | ||
Distributable earnings | $ | 6,304,583 | ||
The federal tax cost, unrealized appreciation (depreciation) as of April 30, 2024 is as follows:
Tax cost of investments | $ | 29,912,314 | ||
Gross unrealized appreciation | $ | 11,111,876 | ||
Gross unrealized depreciation | (981,499 | ) | ||
Net unrealized appreciation | $ | 10,130,377 | ||
The difference between the federal income tax cost of investments and the financial statement cost of investments is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These "book/tax" differences are temporary in nature and are due to the tax deferral of losses on wash sales.
As of October 31, 2023, the Fund had short-term capital loss carryforward ("CLCF") of $196,172 for federal income tax purposes, which may be carried forward indefinitely. These CLCFs are available to offset net realized gains in the current and future years, thereby reducing future taxable gains distributions.
The Fund recognizes the tax benefits or expenses of uncertain tax positions only when the position is "more-likely-than-not" to be sustained assuming examination by tax authorities. Management has reviewed the tax positions taken on federal income tax returns for the current and all open tax years (generally, three years) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements and does not expect this to change over the next twelve months. The Fund identifies its major tax jurisdiction as U.S. Federal.
The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the Statement of Operations. During the six months ended April 30, 2024, the Fund did not incur any interest or penalties.
12
The Chesapeake Growth Fund
Notes to Financial Statements (Continued)
3. Investment Transactions
During the six months ended April 30, 2024, cost of purchases and proceeds from sales of investment securities, other than short-term investments, amounted to $6,649,353 and $6,574,854, respectively.
4. Trustees and Officers
A Trustee and certain officers of the Trust are affiliated with the Advisor, the investment advisor to the Fund, and certain officers are affiliated with Ultimus Fund Solutions, LLC ("Ultimus"), the Fund's administrator, transfer agent and fund accounting agent, and Ultimus Fund Distributors, LLC ("UFD"), the Fund's principal underwriter.
Each Trustee of the Trust who is not affiliated with the Advisor ("Independent Trustee") receives an annual retainer of $10,000. In addition, the Fund pays each Independent Trustee $600 for attendance at each Board meeting, either in person or by telephone, plus reimbursement of any travel and other expenses incurred in attending meetings.
5. Transactions with Related Parties
Investment Advisory Agreement
Under the terms of the Investment Advisory Agreement between the Trust and the Advisor, the Advisor serves as the investment advisor to the Fund. For its services, the Fund pays the Advisor a management fee, which is computed and accrued daily and paid monthly, at the annual rate of 1.00% of the Fund's average daily net assets.
The Chief Compliance Officer of the Trust is an employee of the Advisor. The Fund reimburses the Advisor $60,000 annually for the services provided by the Chief Compliance Officer to the Trust.
Administrator
Pursuant to servicing agreements between the Trust and Ultimus, Ultimus provides administrative, pricing, accounting, dividend disbursing, shareholder servicing and transfer agent services for the Fund. The Fund pays Ultimus fees in accordance with the agreements for such services. In addition, the Fund pays out-of-pocket expenses including, but not limited to, postage, supplies and certain costs related to the pricing of the Fund's portfolio securities.
13
The Chesapeake Growth Fund
Notes to Financial Statements (Continued)
Distribution And Service Fees
The Trust has adopted a distribution plan, pursuant to Rule 12b-1 under the 1940 Act (the "Rule 12b-1 Plan"), pursuant to which the Fund may incur certain costs for distribution and/or shareholder servicing expenses not to exceed 0.25% per annum of the Fund's average daily net assets. During the six months ended April 30, 2024, the Fund incurred $17,831 in distribution and service plan fees under the Rule 12b-1 Plan.
Distribution Agreement
Under the terms of a Distribution Agreement with the Trust, UFD provides distribution services to the Trust and serves as principal underwriter to the Fund. UFD is a wholly-owned subsidiary of Ultimus. UFD receives compensation from the Fund for such services, which is paid pursuant to the Rule 12b-1 Plan discussed above.
Principal Holder Of Fund Shares
As of April 30, 2024, the following shareholder owned of record 25% or more of the outstanding shares of the Fund:
Name of Record Owner | % Ownership |
J.P. Morgan Securities, LLC (for the benefit of its customers) | 47% |
A beneficial owner of 25% or more of the Fund's outstanding shares may be considered a controlling person. That shareholder's vote could have a more significant effect on matters presented at a shareholders' meeting.
6. Sector Risk
If the Fund has significant investments in the securities of issuers in industries within a particular sector, any development affecting that sector will have a greater impact on the value of the net assets of the Fund than would be the case if the Fund did not have significant investments in that sector. In addition, this may increase the risk of loss of an investment in the Fund and increase the volatility of the Fund's net asset value per share. From time to time, a particular set of circumstances may affect this sector or companies within the sector. For instance, economic or market factors, regulation or deregulation, or other developments may negatively impact all companies in a particular sector and therefore the value of the Fund's portfolio will be adversely affected. As of April 30, 2024, the Fund had 31.1% of the value of its net assets invested in stocks within the Technology sector.
14
The Chesapeake Growth Fund
Notes to Financial Statements (Continued)
7. Contingencies and Commitments
The Fund indemnifies the Trust's officers and Trustees for certain liabilities that might arise from their performance of their duties to the Fund. Additionally, in the normal course of business, the Trust enters into contracts that contain a variety of representations and warranties and 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, based on experience, the Trust expects the risk of loss to be remote.
8. Subsequent Events
The Fund is required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Fund is required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events.
15
The Chesapeake Growth Fund |
About Your Fund's Expenses (Unaudited) |
We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Fund, you incur ongoing costs, including management fees, Rule 12b-1 distribution fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. A mutual fund's ongoing costs are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The expenses in the table that follows are based on an investment of $1,000 made at the beginning of the most recent semi-annual period (November 1, 2023) and held until the end of the period (April 30, 2024).
The table that follows illustrates the Fund's ongoing costs in two ways:
Actual fund return - This section helps you to estimate the actual expenses that you paid over the period. The "Ending Account Value" shown is derived from the Fund's actual return, and the third column shows the dollar amount of operating expenses that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for the Fund under the heading "Expenses Paid During Period."
Hypothetical 5% return - This section is intended to help you compare the Fund's ongoing costs with those of other mutual funds. It assumes that the Fund had an annual return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the return used is not the Fund's actual return, the results do not apply to your investment. The example is useful in making comparisons because the U.S. Securities and Exchange Commission (the "SEC") requires all mutual funds to calculate expenses based on a 5% return. You can assess the Fund's ongoing costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
Note that expenses shown in the table are meant to highlight and help you compare ongoing costs only.
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The Chesapeake Growth Fund |
About Your Fund's Expenses (Unaudited) (Continued) |
The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.
More information about the Fund's expenses, including historical expense ratios, can be found in this report. For additional information on operating expenses and other shareholder costs, please refer to the Fund's prospectus.
Beginning | Ending | |||||
Account Value | Account Value | Expenses Paid | ||||
November 1, 2023 | April 30, 2024 | During Period * | ||||
Based on Actual Fund Return | $1,000.00 | $1,120.80 | $9.30 | |||
Based on Hypothetical 5% Return (before expenses) | $1,000.00 | $1,016.09 | $8.84 |
* | Expenses are equal to the Fund's annualized net expense ratio of 1.76% for the period, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). |
Other Information (Unaudited) |
The Trust files a complete listing of the Fund's portfolio holdings with the SEC as of the end of the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The filings are available free of charge, upon request, by calling the Trust toll-free at 1-800-430-3863. Furthermore, you may obtain a copy of these filings on the SEC's website at www.sec.gov and the Fund's website www.chesapeakefunds.com.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling the Trust toll-free at 1-800-430-3863, or on the SEC's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available without charge upon request by calling the Trust toll-free at 1-800-430-3863, or on the SEC's website at www.sec.gov.
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Privacy Notice
FACTS | WHAT DOES THE CHESAPEAKE INVESTMENT TRUST DO WITH YOUR PERSONAL INFORMATION? |
Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. |
What? |
The types of personal information we collect and share depend on the product or service you have with us. This information can include: ■ Social Security number ■ Assets ■ Retirement Assets ■ Transaction History ■ Checking Account Information ■ Purchase History ■ Account Balances ■ Account Transactions ■ Wire Transfer Instructions When you are no longer our customer, we continue to share your information as described in this notice. |
How? | All financial companies need to share your personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons The Chesapeake Investment Trust chooses to share; and whether you can limit this sharing. |
Does the | ||
Chesapeake | ||
Investment | Can you limit | |
Reasons we can share your personal information | Trust share? | this sharing? |
For our everyday business purposes - Such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus |
Yes | No |
For our marketing purposes - to offer our products and services to you |
No | We don't share |
For joint marketing with other financial companies | No | We don't share |
For our affiliates' everyday business purposes - information about your transactions and experiences |
No | We don't share |
For our affiliates' everyday business purposes - information about your creditworthiness |
No | We don't share |
For nonaffiliates to market to you | No | We don't share |
Questions? | Call 1-800-430-3863 |
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Page 2 |
Who we are | |
Who is providing this notice? |
The Chesapeake Investment Trust Ultimus Fund Distributors, LLC (Distributor) Ultimus Fund Solutions, LLC (Administrator) |
What we do | |
How does The Chesapeake Investment Trust protect my personal information? |
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information. |
How does The Chesapeake Investment Trust collect my personal information? |
We collect your personal information, for example, when you ■ Open an account ■ Provide account information ■ Give us your contact information ■ Make deposits or withdrawals from your account ■ Make a wire transfer ■ Tell us where to send the money ■ Tell us who receives the money ■ Show your government-issued ID ■ Show your driver's license We also collect your personal information from other companies. |
Why can't I limit all sharing? |
Federal law gives you the right to limit only ■ Sharing for affiliates' everyday business purposes - information about your creditworthiness ■ Affiliates from using your information to market to you ■ Sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing. |
Definitions | |
Affiliates |
Companies related by common ownership or control. They can be financial and nonfinancial companies. ■ Gardner Lewis Asset Management, L.P., the investment advisor to The Chesapeake Investment Trust, could be deemed to be an affiliate. |
Nonaffiliates |
Companies not related by common ownership or control. They can be financial and nonfinancial companies ■ The Chesapeake Investment Trust does not share with nonaffiliates so they can market to you. |
Joint marketing |
A formal agreement between nonaffiliated financial companies that together market financial products or services to you. ■ The Chesapeake Investment Trust does not jointly market. |
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The Chesapeake Growth Fund |
is a series of |
Chesapeake Investment Trust |
For Shareholder Service Inquiries: | For Investment Advisor Inquiries: |
The Chesapeake Growth Fund | Gardner Lewis Asset Management |
c/o Ultimus Fund Solutions, LLC | 285 Wilmington-West Chester Pike |
P.O. Box 46707 | Chadds Ford, Pennsylvania 19317 |
Cincinnati, Ohio 45246-0707 |
Toll-Free Telephone:
1-800-430-3863
World Wide Web @:
www.chesapeakefunds.com
Chesapeake-SAR-24
(b) |
Not applicable. |
Item 2. | Code of Ethics. |
Not required
Item 3. | Audit Committee Financial Expert. |
Not required
Item 4. | Principal Accountant Fees and Services. |
Not required
Item 5. | Audit Committee of Listed Registrants. |
Not applicable
Item 6. | Investments. |
(a) | Not applicable [schedule filed with Item 1] |
(b) | Not applicable |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable
Item 10. | Submission of Matters to a Vote of Security Holders. |
The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant's board of trustees.
Item 11. | Controls and Procedures. |
(a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "Act")) as of a date within 90 days of the filing date of this report, the registrant's principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.
(b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable
Item 13. | Exhibits. |
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not required
(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto
(1) Not applicable
(2) Change in the registrant's independent public accountants. Not applicable
(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto
Exhibit 99.CERT Certifications required by Rule 30a-2(a) under the Act
Exhibit 99.906CERT Certifications required by Rule 30a-2(b) under the Act
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) | Chesapeake Investment Trust | ||
By (Signature and Title)* | /s/ W. Whitfield Gardner | ||
W. Whitfield Gardner, Chairman and Chief Executive Officer (Principal Executive Officer) | |||
Date | July 2, 2024 | ||
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/ W. Whitfield Gardner | ||
W. Whitfield Gardner, Chairman and Chief Executive Officer (Principal Executive Officer) | |||
Date | July 2, 2024 | ||
By (Signature and Title)* | /s/ Angela A. Simmons | ||
Angela A. Simmons, Treasurer (Principal Financial Officer) | |||
Date | July 2, 2024 |
* Print the name and title of each signing officer under his or her signature.