Amendment Semi Annual Report by Investment Company Form N CSRS/A

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

811-04750

Fenimore Asset Management Trust

(Exact name of registrant as specified in charter)

384 North Grand Street, P.O. Box 399	Cobleskill, New York		12043
(Address of principal executive offices)		(Zip code)

Michael F. Balboa

Fenimore Asset Management Trust 384 North Grand Street, P.O. Box 399 Cobleskill, New York, 12043

(Name and address of agent for service)

Registrant's telephone number, including area code:

518-234-7400

Date of fiscal year end:	December 31
Date of reporting period:	June 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 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.

Explanatory Note: The Registrant is filing this amendment to its Form N-CSRS for the reporting period ended June 30, 2024, originally filed with the Securities and Exchange Commission on September 5, 2024 (Accession Number 0001580642-24-005240). The sole purpose of this amendment is to correct Item 1. Reports to Stockholders. Except as set forth above, this amendment does not amend, update or change any other items or disclosures found in the original Form N-CSR filing.

Item 1.

Reports to Stockholders.

(a)

(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) The Registrant(s) schedule(s) of investments is included in the Financial Statements under Item 7 of this form.

(b) Not applicable

Item 7.

Financial Statements and Financial Highlights for Open-End Management Investment Companies

(a)

TABLE OF CONTENTS

Schedule of Investments
FAM VALUE FUND	1
FAM DIVIDEND FOCUS FUND	3
FAM SMALL CAP FUND	5
Statements of Assets and Liabilities	7
Statements of Operations	8
Statements of Changes in Net Assets	9
Notes to Financial Statements	12
Supplemental Information	25

FAM Funds has adopted a Code of Ethics that applies to its principal executive and principal financial officers. You may obtain a copy of this Code without charge, by calling FAM Funds at (800) 932-3271.

FAM VALUE FUND - Schedule of Investments

June 30, 2024 (Unaudited)

		Shares			Value
COMMON STOCKS - 96.9%
Banks - 3.5%
Pinnacle Financial Partners, Inc.			386,527			$	30,937,621
SouthState Corporation			364,610				27,863,496
							58,801,117
Capital Markets - 4.9%
Brookfield Asset Management Ltd. - Class A			397,940				15,141,617
Brookfield Corporation - Class A			1,591,760				66,121,711
							81,263,328
Construction Materials - 4.5%
Vulcan Materials Company			297,930				74,089,232
Diversified Financial Services - 3.2%
Berkshire Hathaway, Inc. - Class A (a)			86				52,652,726
Electronic Equipment, Instruments & Components - 17.4%
Amphenol Corporation - Class A			1,146,480				77,238,357
CDW Corporation			558,200				124,947,488
Keysight Technologies, Inc. (a)			234,320				32,043,260
Zebra Technologies Corporation - Class A (a)			179,460				55,440,578
							289,669,683
Food Products - 0.9%
McCormick & Company, Inc.			215,300				15,273,382
Health Care Equipment & Supplies - 4.3%
Stryker Corporation			208,000				70,772,000
Hotels, Restaurants & Leisure - 2.7%
Booking Holdings, Inc.			11,350				44,963,025
Insurance - 17.1%
Brown & Brown, Inc.			1,441,492				128,883,800
Markel Group, Inc. (a)			53,850				84,849,291
Progressive Corporation (The)			340,000				70,621,400
							284,354,491
Life Sciences Tools & Services - 2.4%
Waters Corporation (a)			138,700				40,239,644
Machinery - 11.9%
Graco, Inc.			670,180				53,131,870
IDEX Corporation			431,530				86,823,836
Illinois Tool Works, Inc.			242,560				57,477,018
							197,432,724
Oil, Gas & Consumable Fuels - 1.8%
EOG Resources, Inc.			233,500				29,390,645
Professional Services - 2.0%
ExlService Holdings, Inc. (a)			1,072,900				33,646,144

See Notes to Financial Statements

FAM VALUE FUND - Schedule of Investments Continued

June 30, 2024 (Unaudited)

		Shares			Value
COMMON STOCKS - 96.9% (Continued)
Semiconductors & Semiconductor Equipment - 5.3%
Analog Devices, Inc.			279,510			$	63,800,953
Microchip Technology, Inc.			258,860				23,685,690
							87,486,643
Specialty Retail - 12.0%
AutoZone, Inc. (a)			18,265				54,139,286
CarMax, Inc. (a)			373,296				27,377,529
Ross Stores, Inc.			810,688				117,809,180
							199,325,995
Trading Companies & Distributors - 3.0%
Fastenal Company			780,900				49,071,756
Total Common Stocks (Cost $515,041,613)						$	1,608,432,535
MONEY MARKET FUNDS - 3.2%
Invesco Treasury Portfolio - Institutional Class, 5.21% (b) (Cost $53,546,030)			53,546,030			$	53,546,030
Total Investments at Value - 100.1% (Cost $568,587,643)						$	1,661,978,565
Liabilities in Excess of Other Assets - (0.1%)							(1,524,629	)
Net Assets - 100.0%						$	1,660,453,936

(a)	Non-income producing security.

(b)	The rate shown is the 7-day effective yield as of June 30, 2024.

See Notes to Financial Statements

FAM DIVIDEND FOCUS FUND - Schedule of Investments

June 30, 2024 (Unaudited)

		Shares			Value
COMMON STOCKS - 96.1%
Aerospace & Defense - 3.9%
HEICO Corporation - Class A			166,705			$	29,593,472
Building Products - 8.8%
Trane Technologies plc			200,300				65,884,679
Capital Markets - 0.8%
Houlihan Lokey, Inc.			45,074				6,078,680
Commercial Services & Supplies - 3.7%
Cintas Corporation			39,783				27,858,443
Commercial Support Services - 4.0%
Republic Services, Inc.			152,890				29,712,643
Construction Materials - 7.0%
Martin Marietta Materials, Inc.			50,194				27,195,109
Vulcan Materials Company			102,830				25,571,765
							52,766,874
Containers & Packaging - 2.9%
Avery Dennison Corporation			100,367				21,945,244
Distributors - 2.2%
Pool Corporation			53,900				16,565,087
Electronic Equipment, Instruments & Components - 7.8%
Amphenol Corporation - Class A			150,502				10,139,320
CDW Corporation			217,000				48,573,280
							58,712,600
Food Products - 1.0%
McCormick & Company, Inc.			103,200				7,321,008
Health Care Equipment & Supplies - 7.4%
STERIS plc			86,700				19,034,118
Stryker Corporation			107,000				36,406,750
							55,440,868
Industrial Conglomerates - 1.9%
Roper Technologies, Inc.			25,200				14,204,232
Insurance - 7.2%
Arthur J. Gallagher & Company			208,500				54,066,135
IT Services - 10.5%
Broadridge Financial Solutions, Inc.			159,400				31,401,800
Jack Henry & Associates, Inc.			121,800				20,221,236
Paychex, Inc.			231,400				27,434,784
							79,057,820
Life Sciences Tools & Services - 1.7%
Agilent Technologies, Inc.			99,730				12,928,000
Machinery - 3.6%
IDEX Corporation			135,165				27,195,198

See Notes to Financial Statements

FAM DIVIDEND FOCUS FUND - Schedule of Investments Continued

June 30, 2024 (Unaudited)

		Shares			Value
COMMON STOCKS - 96.1% (Continued)
Professional Services - 2.5%
Verisk Analytics, Inc.			70,320			$	18,954,756
Semiconductors & Semiconductor Equipment - 9.9%
Entegris, Inc.			270,750				36,659,550
Microchip Technology, Inc.			414,920				37,965,180
							74,624,730
Specialty Retail - 4.7%
Ross Stores, Inc.			240,026				34,880,578
Trading Companies & Distributors - 4.6%
Fastenal Company			349,000				21,931,160
Watsco, Inc.			26,500				12,275,860
							34,207,020
Total Common Stocks (Cost $342,182,137)						$	721,998,067
MONEY MARKET FUNDS - 3.9%
Invesco Treasury Portfolio -
Institutional Class, 5.21% (a) (Cost $29,411,048)			29,411,048			$	29,411,048
Total Investments at Value - 100.0% (Cost $371,593,185)						$	751,409,115
Liabilities in Excess of Other Assets - (0.0%) (b)							(156,540	)
Net Assets - 100.0%						$	751,252,575

(a)	The rate shown is the 7-day effective yield as of June 30, 2024.

(b)	Percentage rounds to less than 0.1%.

See Notes to Financial Statements

FAM SMALL CAP FUND - Schedule of Investments

June 30, 2024 (Unaudited)

		Shares			Value
COMMON STOCKS - 94.4%
Banks - 9.4%
Home BancShares, Inc.			412,135			$	9,874,755
Pinnacle Financial Partners, Inc.			184,100				14,735,364
SouthState Corporation			134,606				10,286,590
							34,896,709
Chemicals - 3.6%
Element Solutions, Inc.			485,730				13,172,998
Diversified Consumer Services - 6.4%
Frontdoor, Inc. (a)			364,875				12,329,126
OneSpaWorld Holdings Ltd. (a)			743,428				11,426,488
							23,755,614
Food Products - 3.4%
Nomad Foods Ltd.			763,815				12,587,671
Gas Utilities - 4.0%
Brookfield Infrastructure Corporation - Class A			434,345				14,620,053
Health Care Facilities & Services - 3.3%
Chemed Corporation			22,655				12,292,150
Hotels, Restaurants & Leisure - 7.5%
Choice Hotels International, Inc.			108,500				12,911,500
Dutch Bros, Inc. - Class A (a)			363,147				15,034,286
							27,945,786
Insurance - 6.1%
Hagerty, Inc. - Class A (a)			729,259				7,584,294
Trisura Group Ltd. (a)			492,980				14,911,379
							22,495,673
IT Services - 2.4%
Cass Information Systems, Inc.			222,645				8,921,385
Machinery - 4.7%
ESAB Corporation			78,640				7,425,975
Franklin Electric Company, Inc.			104,500				10,065,440
							17,491,415
Media - 2.6%
Boston Omaha Corporation - Class A (a)			718,195				9,666,905
Professional Services - 16.0%
CBIZ, Inc. (a)			351,567				26,051,115
ExlService Holdings, Inc. (a)			634,470				19,896,979
Exponent, Inc.			139,437				13,263,247
							59,211,341
Real Estate Management & Development - 8.0%
Colliers International Group, Inc.			167,455				18,696,351
FirstService Corporation			72,534				11,052,005
							29,748,356

See Notes to Financial Statements

FAM SMALL CAP FUND - Schedule of Investments Continued

June 30, 2024 (Unaudited)

		Shares			Value
COMMON STOCKS - 94.4% (Continued)
Real Estate Owners & Developers - 2.5%
Dream Finders Homes, Inc. - Class A (a)			364,785			$	9,418,749
Road & Rail - 3.3%
Landstar System, Inc.			65,700				12,120,336
Software - 5.9%
Descartes Systems Group, Inc. (The) (a)			101,200				9,800,208
SPS Commerce, Inc. (a)			65,008				12,231,905
							22,032,113
Specialty Retail - 2.2%
Floor & Decor Holdings, Inc. - Class A (a)			80,558				8,008,271
Trading Companies & Distributors - 3.1%
SiteOne Landscape Supply, Inc. (a)			94,717				11,499,591
Total Common Stocks (Cost $239,494,936)						$	349,885,116
MONEY MARKET FUNDS - 5.7%
Invesco Treasury Portfolio - Institutional Class, 5.21% (b) (Cost $20,981,651)			20,981,651			$	20,981,651
Total Investments at Value - 100.1% (Cost $260,476,587)						$	370,866,767
Liabilities in Excess of Other Assets - (0.1%)							(261,756	)
Net Assets - 100.0%						$	370,605,011

(a)	Non-income producing security.

(b)	The rate shown is the 7-day effective yield as of June 30, 2024.

See Notes to Financial Statements

FAM FUNDS - Statements of Assets and Liabilities

June 30, 2024 (Unaudited)

					FAM
		FAM			Dividend			FAM
		Value			Focus			Small Cap
		Fund			Fund			Fund
Assets
Investments in securities:
Investments in securities, at cost		$	568,587,643			$	371,593,185			$	260,476,587
Investments in securities, at value		$	1,661,978,565			$	751,409,115			$	370,866,767
Cash			-				-				26,386
Receivable for Fund shares sold			59,558				437,215				16,538
Dividends receivable			841,645				375,934				136,440
Other assets			24,487				17,900				23,086
Total Assets			1,662,904,255				752,240,164				371,069,217
Liabilities
Payable for Fund shares redeemed			779,735				224,283				79,813
Accrued investment advisory fees			1,218,521				555,007				272,993
Accrued shareholder account servicing and administrative serving fees			227,930				106,159				46,278
Accrued business management and fund accounting fees			136,443				61,689				30,319
Accrued expenses			87,690				40,451				34,803
Total Liabilities			2,450,319				987,589				464,206
Net Assets		$	1,660,453,936			$	751,252,575			$	370,605,011
Net Assets Consist of:
Paid-in capital		$	540,730,065			$	359,350,939			$	250,265,230
Accumulated earnings			1,119,723,871				391,901,636				120,339,781
Net Assets		$	1,660,453,936			$	751,252,575			$	370,605,011
Net asset value and offering price per share
Net assets - Investor Shares		$	1,620,684,020			$	751,252,575			$	224,327,080
Net assets - Institutional Shares		$	39,769,916				N/A			$	146,277,931
Shares outstanding - Investor Shares			16,796,843				13,133,258				9,122,442
Shares outstanding - Institutional Shares			408,935				N/A				5,882,602
Net Asset Value, offering and Redemption Price per share (unlimited shares of beneficial interest authorized at $0.001 par value)
Investor Shares		$	96.49			$	57.20			$	24.59
Institutional Shares		$	97.25				N/A			$	24.87

See Notes to Financial Statements

FAM FUNDS - Statements of Operations

Six Months Ended June 30, 2024 (Unaudited)

					FAM
		FAM			Dividend			FAM
		Value			Focus			Small Cap
		Fund			Fund			Fund
Investment Income
Dividends		$	9,158,241			$	4,880,118			$	2,173,147
Foreign witholding taxes on dividends			(83,567	)			-				(32,615	)
Total Investment Income			9,074,674				4,880,118				2,140,532
Expenses
Investment advisory fees (Note 2)			7,463,668				3,258,778				1,660,258
Shareholder servicing fees (Note 2)
Investor shares			697,678				196,004				75,775
Institutional shares			989				-				4,668
Fund accounting fees (Note 2)
Investor shares			566,712				254,013				78,106
Institutional shares			14,617				-				51,339
Shareholder administrative fees (Note 2)
Investor shares			361,693				351,262				95,418
Institutional shares			8,436				-				36,445
Business management fees (Note 2)			249,141				108,863				55,477
Legal fees			106,184				40,409				20,842
Custodian and bank servicing fees			70,440				32,930				18,557
Trustee's fees and expenses			37,459				37,419				37,419
Registration and filing fees			28,147				21,232				32,310
Shareholder reporting expenses			25,199				19,948				11,121
Compliance services fees (Note 2)			11,250				11,250				11,250
Audit and tax service fees			13,750				6,875				6,875
Other			65,685				30,288				20,853
Total Expenses			9,721,048				4,369,271				2,216,713
Fee reductions by Advisor (Note 2)			(30,859	)			-				-
Net Expenses			9,690,189				4,369,271				2,216,713
Net Investment Income (Loss)			(615,515	)			510,847				(76,181	)
Realized and Unrealized Gains (Losses) on Investments
Net realized gains on investments			26,948,464				12,083,613				10,025,040
Net change in unrealized appreciation (depreciation) on investments			66,207,506				37,949,587				(9,943,759	)
Net Realized and Unrealized Gains			93,155,970				50,033,200				81,281
Net Increase in Net Assets From Operations		$	92,540,455			$	50,544,047			$	5,100

See Notes to Financial Statements

FAM FUNDS - Statements of Changes in Net Assets

		FAM Value Fund
		Six Months Ended			Year Ended
		June 30, 2024			December 31,
		(Unaudited)			2023
Change in Net Assets
From Operations
Net investment income (loss)		$	(615,515	)		$	2,366,950
Net realized gains on investments			26,948,464				74,582,151
Net change in unrealized appreciation (depreciation) on investments			66,207,506				149,505,731
Net increase in net assets resulting from operations			92,540,455				226,454,832
Distributions to shareholders from (Note 5):
Distributable earnings - Investor Shares			-				(74,952,494	)
Distributable earnings - Institutional Shares			-				(2,001,889	)
Total distributions			-				(76,954,383	)
Capital share transactions (Note 3)			(33,907,787	)			9,986,400
Total increase in net assets			58,632,668				159,486,849
Net Assets
Beginning of period			1,601,821,268				1,442,334,419
End of period		$	1,660,453,936			$	1,601,821,268

See Notes to Financial Statements

FAM FUNDS - Statements of Changes in Net Assets

		FAM Dividend Focus Fund
		Six Months Ended			Year Ended
		June 30, 2024			December 31,
		(Unaudited)			2023
Change in Net Assets
From Operations
Net investment income		$	510,847			$	2,463,682
Net realized gains on investments			12,083,613				1,984,415
Net change in unrealized appreciation (depreciation) on investments			37,949,587				104,813,210
Net increase in net assets resulting from operations			50,544,047				109,261,307
Distributions to shareholders from (Note 5):
Distributable earnings - Investor Shares			(508,754	)			(4,456,295	)
Capital share transactions (Note 3)			26,875,623				10,410,728
Total increase in net assets			76,910,916				115,215,740
Net Assets
Beginning of period			674,341,659				559,125,919
End of period		$	751,252,575			$	674,341,659

See Notes to Financial Statements

FAM FUNDS - Statements of Changes in Net Assets

		FAM Small Cap Fund
		Six Months Ended			Year Ended
		June 30, 2024			December 31,
		(Unaudited)			2023
Change in Net Assets
From Operations
Net investment loss		$	(76,181	)		$	(440,788	)
Net realized gains on investments			10,025,040				22,152,905
Net change in unrealized appreciation (depreciation) on investments			(9,943,759	)			38,580,724
Net increase in net assets resulting from operations			5,100				60,292,841
Distributions to shareholders from (Note 5):
Distributable earnings - Investor Shares			-				(13,424,294	)
Distributable earnings - Institutional Shares			-				(8,727,869	)
Total distributions			-				(22,152,163	)
Capital share transactions (Note 3)			7,738,252				37,678,968
Total increase in net assets			7,743,352				75,819,646
Net Assets
Beginning of period			362,861,659				287,042,013
End of period		$	370,605,011			$	362,861,659

See Notes to Financial Statements

FAM FUNDS - Notes to Financial Statements

Note 1. Nature of Business and Summary of Significant Accounting Policies

FAM Value Fund, FAM Dividend Focus Fund and FAM Small Cap Fund (individually a "Fund", and collectively, the "Funds") are each a series of Fenimore Asset Management Trust, a diversified, open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act").

Each Fund is authorized to issue two classes of shares: Investor Shares and Institutional Shares. The Investor Shares and the Institutional Shares represent interests in the same portfolio of investments in each Fund, however, each class of shares is subject to different expenses and have different investment minimums. Each share class has exclusive voting rights with respect to matters that affect just that class of shares. As of the date of this report, Institutional Shares of the FAM Dividend Focus Fund are not currently offered.

The investment objective of the FAM Value Fund is to maximize long-term return on capital. The investment objective of the FAM Dividend Focus Fund is to provide current income and long-term capital appreciation from investing primarily in income-producing equity securities. The investment objective of the FAM Small Cap Fund is to maximize long-term return on capital.

Each Fund is an investment company and accordingly follows accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 "Financial Services - Investment Companies." The following is a summary of each Fund's significant accounting policies, which are in accordance with accounting principles generally accepted in the United States of America ("GAAP") and followed by the Funds in the preparation of their financial statements.

a)	Valuation of Securities

Each Fund values its portfolio securities at market value as of the close of regular trading on the New York Stock Exchange, Inc. (the "NYSE") (normally 4:00 p.m. Eastern time) on each business day that the NYSE is open for business. Securities traded on a national securities exchange or admitted to trading on NASDAQ are valued at the last reported sale price or the NASDAQ official closing price. Securities for which no sale was reported, over-the-counter securities, and securities for which market quotations are not readily available or have not traded are valued at fair value as determined by procedures established by Fenimore Asset Management, Inc. (the "Advisor"), as the Funds' Valuation Designee, pursuant to Rule 2a-5 under the 1940 Act. Investments in other open-end investment companies, including money market funds, are valued at their net asset value ("NAV") as reported by such companies.

GAAP establishes a three-tier framework for measuring fair value based on a hierarchy of inputs. The hierarchy distinguishes between market data obtained from independent sources (observable inputs) and the Funds' own market assumptions (unobservable inputs).

These inputs are used in determining the value of each 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 (including quoted prices for identical securities in inactive markets and quoted prices for similar securities)

Level 3 - significant unobservable inputs (including each Fund's own assumptions in determining the fair value of investments)

When market quotations are not readily available or when events occur that make established valuation methods unreliable, securities of the Fund may be valued in good faith by or under the direction of the Adviser as assigned by the Board of Trustees. Factors which may be considered when determining the value of a security include (a) the fundamental data relating to the investment; (b) an evaluation of the forces which influence the market in which the security is sold, including the liquidity and depth of the market; (c) the market value at date of purchase; (d) information as to any transactions or offers with respect to the security or comparable securities; and (e) any other relevant matters.

FAM FUNDS - Notes to Financial Statements

The inputs or methods used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. 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.

The following is a summary of each Fund's investments and the inputs used to value the investments as of June 30, 2024:

FAM Value Fund
		Level 1			Level 2			Level 3			Total
Common Stocks		$	1,608,432,535			$	-			$	-			$	1,608,432,535
Money Market Funds			53,546,030				-				-				53,546,030
Total		$	1,661,978,565			$	-			$	-			$	1,661,978,565
FAM Dividend Focus Fund
		Level 1			Level 2			Level 3			Total
Common Stocks		$	721,998,067			$	-			$	-			$	721,998,067
Money Market Funds			29,411,048				-				-				29,411,048
Total		$	751,409,115			$	-			$	-			$	751,409,115
FAM Small Cap Fund
		Level 1			Level 2			Level 3			Total
Common Stocks		$	349,885,116			$	-			$	-			$	349,885,116
Money Market Funds			20,981,651				-				-				20,981,651
Total		$	370,866,767			$	-			$	-			$	370,866,767

The Funds did not hold any 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 June 30, 2024.

Refer to each Fund's Schedule of Investments to view securities segregated by industry type.

b)	Investment Transactions

Investment transactions are recorded on trade date. Realized gains and losses on investments sold are determined on the basis of identified cost.

c)	Investment Income

Interest income, if any, is accrued as earned, and dividend income is recorded on the ex-dividend date. Withholding taxes on foreign dividends, if any, have been recorded in accordance with the Trust's understanding of the applicable country's tax rules and tax rates. Non-cash dividends, if any, are included in dividend income on the ex-dividend date at the fair market value of the shares received. The Funds record distributions received in excess of income from underlying investments as a reduction of cost of investments and/or realized gain. Such amounts are based on estimates if actual amounts are not available, and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Funds adjust the estimated amounts of the components of distributions (and consequently its net investment income) as an increase to unrealized appreciation (depreciation) and realized gain (loss) on investments as necessary once the issuers provide information about the character of the distributions.

FAM FUNDS - Notes to Financial Statements

d)	Share Valuation

The NAV per share of each Class of shares of each Fund is calculated daily by dividing the total value of a Fund's assets attributable to that Class, less liabilities attributable to that Class, by the number of shares of that Class outstanding.

e)	Distributions to Shareholders

Dividends from net investment income are declared and paid quarterly by the FAM Dividend Focus Fund, if applicable. Dividends from net investment income, if any, are declared and paid on an annual basis by each of the FAM Value Fund and FAM Small Cap Fund. Dividends are declared separately for each share class. No share class has preferential dividend rights; differences in per share rates are due to differences in the expenses of each share class.

Net realized capital gains, if any, are distributed at least annually for each of the Funds. Distributions from net investment income and from net realized capital gains are determined in accordance with U.S. income tax regulations, which may differ from GAAP. Permanent book and tax basis differences, if any, are reclassified among the components of net assets. Dividends and distributions to shareholders are recorded on the ex-dividend date.

f)	Federal Income Taxes

It is each Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to its shareholders. Therefore, no provision for federal income or excise tax is required.

GAAP requires uncertain tax positions to be recognized, measured, presented, and disclosed in the financial statements. For the six months ended June 30, 2024, management has evaluated the tax positions taken or expected to be taken in the course of preparing each Fund's tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained upon review by the applicable tax authority. Tax positions not deemed to meet the "more-likely-than-not" threshold would be recorded as a tax expense in the current year. Based on its evaluation, management has determined that no liability for unrecognized tax expense is required. The current and all open tax years (generally, three years) remain subject to examination by U.S. and New York taxing authorities. No examination of the Funds' tax filings is presently in progress.

g)	Common Expenses

Expenses of the Trust not attributable solely to one of the Funds are allocated among the Funds based on relative net assets of each Fund or the nature of the expense and the relative applicability to each Fund.

h)	Allocation between Classes

Investment income earned, realized capital gains and losses, and unrealized appreciation and depreciation are allocated daily to each Class of a Fund based upon its proportionate share of total net assets of that Fund. Class-specific expenses are charged directly to the Class incurring the expense. Common expenses which are not attributable to a specific Class are allocated daily to each Class of shares of a Fund based upon its proportionate share of total net assets of that Fund.

i)	Use of 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Note 2. Investment Advisory Fees and Other Transactions with Affiliates

Investment Advisory Agreement

Under an Investment Advisory Agreement, each Fund pays an investment advisory fee to the Advisor equal, on an annual basis, to 0.90% of its average daily net assets. In addition, under a Business Management Agreement, each Fund pays a business management fee to the Advisor equal, on an annual basis, to 0.03%

FAM FUNDS - Notes to Financial Statements

of its average daily net assets. During the six months ended June 30, 2024, the Adviser earned $7,463,668, $3,258,778, and $1,660,258 of fees under the Investment Advisory Agreement for FAM Value Fund, FAM Dividend Focus Fund and FAM Small Cap Fund, respectively and earned $249,141, $108,863, and $55,477 of fees under the Business Management Agreement for FAM Value Fund, FAM Dividend Focus Fund and FAM Small Cap Fund, respectively.

Expense Limitation Agreement

Pursuant to an Expense Limitation Agreement (the "ELA") entered into between the Advisor and the Trust, on behalf of each Fund, the Advisor has contractually agreed, until May 1, 2025, to reduce its fees and/or reimburse certain expenses (excluding interest, taxes, brokerage costs, Acquired Fund Fees and Expenses, dividend expense, litigation, indemnification or extraordinary expenses) to the extent necessary to maintain annual operating expenses of each class of shares of each of the Funds as follows: for the Investor Shares: 1.18% for FAM Value Fund, 1.26% for FAM Dividend Focus Fund and 1.42% for FAM Small Cap Fund; and for the Institutional Shares: 0.99% for FAM Value Fund, 1.10% for FAM Dividend Focus Fund and 1.20% for FAM Small Cap Fund.

During the six months ended June 30, 2024, pursuant to the terms of the ELA, the Advisor reduced its fees for FAM Value Fund in the amount of $30,859. The FAM Dividend Focus Fund and the FAM Small Cap Fund did not have any advisory fee reductions during the six months ended June 30, 2024.

The Advisor may be reimbursed by the Funds for any fees waived pursuant to the ELA if such payment is made within three years of the fee waiver and does not cause the total annual Fund operating expenses after fee waiver (excluding interest, taxes, brokerage costs, Acquired Fund Fees and Expenses, dividend expense, litigation, indemnification or extraordinary expenses) of the Funds to exceed the lesser of (i) the then-current expense limit and (ii) the expense limit in place at the time the waiver. The FAM Dividend Focused Fund and FAM Small Cap Fund do not have fees that the Advisor may recoup. As of June 30, 2024, the amounts of previously reduced fees that the Advisor may recoup from the FAM Value Fund are shown below, along with the expiration dates of such recoupments:

		2024			2025			2026			2027			Total
FAM Value Fund		$	59,466			$	64,452			$	55,278			$	30,859			$	210,055

During the six months ended June 30, 2024, FAM Value Fund recouped $0 of prior years' investment advisory fee reductions.

Shareholder Administration Services

The Funds have adopted Shareholder Administrative Services Plans (the "Plans") for each class of shares pursuant to which each Fund may pay shareholder administrative servicing fees to the Advisor and to financial intermediaries for providing, or arranging for the provision of, certain types of shareholder administrative services to shareholders of each respective class of shares that are serviced by the Advisor, affiliates of the Advisor or the financial intermediary. Pursuant to the Shareholder Administrative Services Plan for Investor Shares, the Investor Shares of each Fund may pay shareholder administrative servicing fees of up to 0.25% per annum of the average daily net assets allocable to Investor Shares of each respective Fund; and pursuant to the Shareholder Administrative Services Plan for Institutional Shares, the Institutional Shares of each Fund may pay shareholder administrative servicing fees of up to 0.15% per annum of the average daily net assets allocable to Institutional Shares of each respective Fund.

For the six months ended June 30, 2024, shareholder administrative servicing fees incurred pursuant to the Plans were as follows:

FAM Value Fund		$	370,129
FAM Dividend Focus Fund		$	351,262
FAM Small Cap Fund		$	131,863

FAM FUNDS - Notes to Financial Statements

Shareholder Account Services

Pursuant to the terms of the Shareholder Account Services Agreement between the Funds and the Advisor, for the purpose of providing or procuring shareholder account services, with respect to the Investor Shares of the Funds, the Advisor receives a fee at the annual rate of 0.11% of the average daily net assets allocable to the Investor Shares of each Fund, and, pursuant to the terms of the Shareholder Account Services Agreement between the Funds and the Advisor with respect to the Institutional Shares of the Funds, the Advisor receives a fee at the annual rate of 0.03% of the average daily net assets allocable to the Institutional Shares of each Fund. For the six months ended June 30, 2024, shareholder account servicing fees incurred by the Funds to the Advisor were as follows:

FAM Value Fund		$	698,667
FAM Dividend Focus Fund		$	196,004
FAM Small Cap Fund		$	80,443

Fund Accounting

The Advisor serves as the fund accounting agent and receives a fee at the annual rate of 0.07% of average daily net assets of each Fund's Investor Shares and daily net assets of each Fund's Institutional Shares. For the six months ended June 30, 2024, the Funds' fund accounting fees incurred to the Advisor amounted to:

FAM Value Fund		$	581,329
FAM Dividend Focus Fund		$	254,013
FAM Small Cap Fund		$	129,445

Distribution Agreement

Fenimore Securities, Inc. ("FSI"), a company also under common control with the Advisor, acts as distributor of the Funds' shares. FSI receives no compensation for providing distribution services from the Funds.

Compliance

Ultimus Fund Solutions, LLC ("Ultimus") provides the Chief Compliance Officer to the Funds, as well as certain additional compliance support functions. The Funds pay Ultimus fees in accordance with the agreement for such services. During the six months ended June 30, 2024, the fee paid by each Fund for such services was $11,250.

Other

The Advisor has entered into a Master Services Agreement with Ultimus, pursuant to which Ultimus provides day-to-day operational services to each Fund including, but not limited to, accounting, administrative, co-transfer agency services and recordkeeping services. The fees payable to Ultimus are paid by the Advisor (not the Funds).

A Trustee and certain officers of the Trust are also officers or employees of the Advisor, FSI, or Ultimus, as applicable and are not compensated by the Funds for servicing in such capacities.

Note 3. Shares of Beneficial Interest 

At June 30, 2024, an unlimited number of shares of beneficial interest ($0.001 par value) of each Fund were authorized.

FAM FUNDS -Notes to Financial Statements

Transactions for each Fund are as follows:

		Six Months Ended			Year Ended
		June 30, 2024			December 31, 2023
FAM Value Fund
	Shares			Amount			Shares			Amount
Investor Shares
Shares Sold			241,471				23,228,229				432,620				37,564,247
Shares Issued on reinvestment of distributions			-				-				770,592				70,416,766
Shares redeemed			(563,624	)			(54,310,083	)			(1,124,975	)			(98,300,691	)
Investor Share Transactions			(322,153	)			(31,081,854	)			78,237				9,680,322
Institutional Shares
Shares Sold			10,835				1,008,237				83,235				7,421,490
Shares Issued on reinvestment of distributions			-				-				18,500				1,702,362
Shares redeemed			(39,409	)			(3,834,170	)			(101,189	)			(8,817,774	)
Investor Share Transactions			(28,574	)			(2,825,933	)			546				306,078
Net increase (decrease) from capital transactions			(350,727	)		$	(33,907,787	)			78,783			$	9,986,400
		Six Months Ended			Year Ended
		June 30, 2024			December 31, 2023
FAM Dividend Focus Fund
			Shares				Amount				Shares				Amount
Investor Shares
Shares Sold			1,259,652				70,847,026				1,744,909				84,828,046
Shares Issued on reinvestment of distributions			8,209				475,218				81,044				4,174,790
Shares redeemed			(787,718	)			(44,446,621	)			(1,644,867	)			(78,592,108	)
Net increase from capital transactions			480,143				26,875,623				181,086				10,410,728

FAM FUNDS - Notes to Financial Statements

		Six Months Ended			Year Ended
		June 30, 2024			December 31, 2023
FAM Small Cap Fund
			Shares				Amount				Shares				Amount
Investor Shares
Shares Sold			620,000				15,292,472				1,147,124				26,949,283
Shares Issued on reinvestment of distributions			-				-				527,574				13,073,269
Shares redeemed			(465,317	)			(11,538,395	)			(1,255,539	)			(29,863,005	)
Investor Share Transactions			154,683				3,754,077				419,159				10,159,547
Institutional Shares
Shares Sold			503,336				12,518,223				1,231,874				29,567,371
Shares Issued on reinvestment of distributions			-				-				301,092				7,542,364
Shares redeemed			(342,786	)			(8,534,048	)			(394,524	)			(9,590,314	)
Investor Share Transactions			160,550				3,984,175				1,138,442				27,519,421
Net increase from capital transactions			315,233			$	7,738,252				1,557,601			$	37,678,968

Note 4. Investment Transactions

During the six months ended June 30, 2024, purchases and sales of investment securities, other than short-term obligations, were:

		Purchases			Sales
FAM Value Fund		$	34,507,687			$	62,758,886
FAM Dividend Focus Fund		$	43,543,255			$	26,742,094
FAM Small Cap Fund		$	28,904,628			$	19,798,551

Note 5. Income Taxes and Distributions to Shareholders 

The tax composition of dividends and distributions paid to shareholders during the periods ended June 30, 2024 and December 31, 2023 was:

								FAM Dividend
		FAM Value Fund			Focus Fund			FAM Small Cap Fund
		2024			2023			2024			2023			2024			2023
Distributions paid from:
Ordinary income		$	-			$	2,371,177			$	508,754			$	2,470,650			$	-			$	-
Long-term capital gains			-				74,583,206				-				1,985,645				-				22,152,163
Total Distributions		$	-			$	76,954,383			$	508,754			$	4,456,295			$	-			$	22,152,163

FAM FUNDS - Notes to Financial Statements

The following information is computed on a tax basis for each item as of June 30, 2024:

					FAM Dividend			FAM Small
		FAM Value Fund			Focus Fund			Cap Fund
Tax cost of investments		$	568,587,643			$	371,593,185			$	260,476,587
Gross unrealized appreciation		$	1,101,252,827			$	382,621,085			$	121,900,323
Gross unrealized depreciation			(7,861,905	)			(2,805,155	)			(11,510,143	)
Net unrealized appreciation			1,093,390,922				379,815,930				110,390,180
Accumulated ordinary income (loss)			(615,515	)			2,093				(76,181	)
Undistributed long-term capital gains			-				-				742
Other gains			26,948,464				12,083,613				10,025,040
Accumulated earnings		$	1,119,723,871			$	391,901,636			$	120,339,781

The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expenses on the Statement of Operations. During the six months ended June 30, 2024, the Funds did not incur any interest or penalties.

Note 6. Line of Credit

FAM Value Fund, FAM Dividend Focus Fund and FAM Small Cap Fund have a line of credit up to the lesser of 33 1/3% of their unencumbered net assets, with a maximum of $200,000,000. Collectively, the three funds cannot exceed the $200,000,000.

Borrowings under the agreement bear interest at the prime rate as announced by the lending bank. The line of credit is still available through November 19, 2024, when any advances are to be repaid. During the six months ended June 30, 2024, no amounts were drawn from the available lines.

Note 7. Commitments and Contingencies 

In the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties which provide general indemnifications. The Funds' maximum exposure under these arrangements is unknown as this would involve future claims that might be made against the Funds that have not yet occurred. However, based on experience, the Trust expects the risk of loss to be remote.

Note 8. Subsequent Events 

Management has evaluated subsequent events through the date these financial statements were available to be issued and has determined that there were no subsequent events requiring recognition or disclosure in these financial statements.

FAM FUNDS - Notes to Financial Statements

Note 9. Financial Highlights 

FAM Value Fund

(Investor Shares)

		Six Months
		Ended
Per share information		June 30,
(For a share outstanding		2024			Years Ended December 31,
throughout each period)		(Unaudited)			2023			2022			2021			2020			2019
Net asset value, beginning of period		$	91.22			$	82.51			$	99.58			$	83.23			$	80.83			$	66.24
Income (loss) from investment operations:
Net investment income (loss)(a)			(0.04	)			0.13				0.14				0.02				(0.06	)			(0.02	)
Net realized and unrealized gains (losses) on investments			5.31				13.15				(14.18	)			21.30				5.53				20.11
Total from investment operations			5.27				13.28				(14.04	)			21.32				5.47				20.09
Less distributions from:
Net investment income			-				(0.14	)			(0.15	)			(0.02	)			-				-
Net realized gains			-				(4.43	)			(2.88	)			(4.95	)			(3.07	)			(5.50	)
Return of Capital			-				-				-				(0.00	) (b)			-				-
Total distributions			-				(4.57	)			(3.03	)			(4.97	)			(3.07	)			(5.50	)
Change in net asset value for the period		$	5.27			$	8.71			$	(17.07	)		$	16.35			$	2.40			$	14.59
Net asset value, end of period		$	96.49			$	91.22			$	82.51			$	99.58			$	83.23			$	80.83
Total return(c)			5.78	% (d)			16.09	%			(14.12	%)			25.63	%			6.82	%			30.32	%
Ratios/supplementary data
Net assets, end of period (000)		$	1,620,684			$	1,561,631			$	1,406,047			$	1,681,118			$	1,385,432			$	1,377,473
Ratios to average net assets of:
Expenses, total			1.17	% (e)			1.17	%			1.18	%			1.18	%			1.19	%			1.19	%
Expenses, net (includes fees reduced/recouped by Advisor)			1.17	% (e)			1.18	%			1.18	%			1.18	%			1.18	%			1.18	%
Net investment income (loss)			(0.08	)% (e)			0.15	%			0.17	%			0.02	%			(0.08	%)			(0.03	%)
Portfolio turnover rate			2	% (d)			10	%			9	%			6	%			14	%			7	%

(a)	Based on average shares outstanding.

(b)	Amount rounds to less than $0.01 per share.

(c)

Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower/higher if the Advisor had not reduced and/or recouped advisory fees (Note 2).

(d)	Not annualized.

(e)	Annualized.

FAM FUNDS - Notes to Financial Statements

Note 9. Financial Highlights

FAM Value Fund

(Institutional Shares)

		Six Months
		Ended
Per share information		June 30,
(For a share outstanding		2024			Years Ended December 31,
throughout each period)		(Unaudited)			2023			2022			2021			2020			2019
Net asset value, beginning of period		$	91.86			$	83.04			$	100.20			$	83.71			$	81.12			$	66.34
Income (loss) from investment operations:
Net investment income(a)			0.05				0.30				0.30				0.20				0.09				0.13
Net realized and unrealized gains (losses) on investments			5.34				13.25				(14.27	)			21.44				5.57				20.15
Total from investment operations			5.39				13.55				(13.97	)			21.64				5.66				20.28
Less distributions from:
Net investment income			-				(0.30	)			(0.31	)			(0.16	)			-				-
Net realized gains			-				(4.43	)			(2.88	)			(4.95	)			(3.07	)			(5.50	)
Return of Capital			-				-				-				(0.04	)			-				-
Total distributions			-				(4.73	)			(3.19	)			(5.15	)			(3.07	)			(5.50	)
Change in net asset value for the period		$	5.39			$	8.82			$	(17.16	)		$	16.49			$	2.59			$	14.78
Net asset value, end of period		$	97.25			$	91.86			$	83.04			$	100.20			$	83.71			$	81.12
Total return(b)			5.87	% (c)			16.32	%			(13.96	%)			25.86	%			7.03	%			30.57	%
Ratios/supplementary data
Net assets, end of period (000)		$	39,770			$	40,190			$	36,287			$	52,941			$	42,444			$	32,922
Ratios to average net assets of:
Expenses, total			1.14	% (d)			1.14	%			1.14	%			1.11	%			1.11	%			1.11	%
Expenses, net (includes fees reduced by Advisor)			0.99	% (d)			0.99	%			0.99	%			0.99	%			0.99	%			0.99	%
Net investment income			0.10	% (d)			0.34	%			0.34	%			0.21	%			0.12	%			0.16	%
Portfolio turnover rate			2	% (c)			10	%			9	%			6	%			14	%			7	%

(a)	Based on average shares outstanding.

(b)

Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares. The total returns would be lower if the Advisor had not reduced advisory fees (Note 2).

(c)	Not annualized.

(d)	Annualized.

FAM FUNDS - Notes to Financial Statements

Note 9. Financial Highlights 

FAM Dividend Focus Fund

(Investor Shares)

		Six Months
		Ended
Per share information		June 30,
(For a share outstanding		2024			Years Ended December 31,
throughout each period)		(Unaudited)			2023			2022			2021			2020			2019
Net asset value, beginning of period		$	53.29			$	44.83			$	52.48			$	42.35			$	38.26			$	29.73
Income (loss) from investment operations:
Net investment income(a)			0.04				0.20				0.08				0.01				0.11				0.22
Net realized and unrealized gains (losses) on investments			3.91				8.62				(7.12	)			10.82				4.90				9.45
Total from investment operations			3.95				8.82				(7.04	)			10.83				5.01				9.67
Less distributions from:
Net investment income			(0.04	)			(0.20	)			(0.09	)			-				(0.11	)			(0.21	)
Net realized gains			-				(0.16	)			(0.52	)			(0.70	)			(0.80	)			(0.93	)
Return of Capital			-				-				-				-				(0.01	)			-
Total distributions			(0.04	)			(0.36	)			(0.61	)			(0.70	)			(0.92	)			(1.14	)
Change in net asset value for the period		$	3.91			$	8.46			$	(7.65	)		$	10.13			$	4.09			$	8.53
Net asset value, end of period		$	57.20			$	53.29			$	44.83			$	52.48			$	42.35			$	38.26
Total return(b)			7.41	% (c)			19.70	%			(13.42	%)			25.57	%			13.20	%			32.56	%
Ratios/supplementary data
Net assets, end of period (000)		$	751,253			$	674,342			$	559,126			$	664,225			$	509,666			$	454,617
Ratios to average net assets of:
Expenses, total			1.21	% (d)			1.21	%			1.22	%			1.22	%			1.24	%			1.24	%
Net investment income			0.14	% (d)			0.41	%			0.17	%			0.02	%			0.31	%			0.61	%
Portfolio turnover rate			4	% (c)			10	%			4	%			4	%			25	%			10	%

(a)	Based on average shares outstanding.

(b)	Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares.

(c)	Not annualized.

(d)	Annualized.

FAM FUNDS - Notes to Financial Statements

Note 9. Financial Highlights 

FAM Small Cap Fund

(Investor Shares)

		Six Months
		Ended
Per share information		June 30,
(For a share outstanding		2024			Years Ended December 31,
throughout each period)		(Unaudited)			2023			2022			2021			2020			2019
Net asset value, beginning of period		$	24.60			$	21.79			$	24.97			$	20.83			$	18.92			$	14.98
Income (loss) from investment operations:
Net investment loss(a)			(0.01	)			(0.04	)			(0.12	)			(0.13	)			(0.09	)			(0.09	)
Net realized and unrealized gains (losses) on investments			0.00	(b)			4.43				(2.98	)			5.90				2.00				4.12
Total from investment operations			(0.01	)			4.39				(3.10	)			5.77				1.91				4.03
Less distributions from:
Net realized gains			-				(1.58	)			(0.08	)			(1.63	)			-				(0.09	)
Change in net asset value for the period		$	(0.01	)		$	2.81			$	(3.18	)		$	4.14			$	1.91			$	3.94
Net asset value, end of period		$	24.59			$	24.60			$	21.79			$	24.97			$	20.83			$	18.92
Total return(c)			(0.04	%) (d)			20.11	%			(12.42	%)			27.72	%			10.10	%			26.89	%
Ratios/supplementary data
Net assets, end of period (000)		$	224,327			$	220,594			$	186,264			$	213,588			$	165,727			$	139,788
Ratios to average net assets of:
Expenses, total			1.24	% (e)			1.24	%			1.25	%			1.26	%			1.28	%			1.28	%
Net investment loss			(0.08	%) (e)			(0.17	%)			(0.52	%)			(0.54	%)			(0.55	%)			(0.54	%)
Portfolio turnover rate			6	% (d)			16	%			15	%			23	%			16	%			15	%

(a)	Based on average shares outstanding.

(b)	Amount rounds to less than $0.01 per share.

(c)	Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares.

(d)	Not annualized.

(e)	Annualized.

FAM FUNDS - Notes to Financial Statements

Note 9. Financial Highlights 

FAM Small Cap Fund

(Institutional Shares)

		Six Months
		Ended
Per share information		June 30,
(For a share outstanding		2024			Years Ended December 31,
throughout each period)		(Unaudited)			2023			2022			2021			2020			2019
Net asset value, beginning of period		$	24.86			$	21.99			$	25.17			$	20.97			$	19.02			$	15.04
Income (loss) from investment operations:
Net investment income (loss)(a)			0.00	(b)			(0.02	)			(0.09	)			(0.11	)			(0.08	)			(0.08	)
Net realized and unrealized gains (losses) on investments			0.01				4.47				(3.01	)			5.94				2.03				4.15
Total from investment operations			0.01				4.45				(3.10	)			5.83				1.95				4.07
Less distributions from:
Net realized gains			-				(1.58	)			(0.08	)			(1.63	)			-				(0.09	)
Change in net asset value for the period		$	0.01			$	2.87			$	(3.18	)		$	4.20			$	1.95			$	3.98
Net asset value, end of period		$	24.87			$	24.86			$	21.99			$	25.17			$	20.97			$	19.02
Total return(c)			0.04	% (d)			20.20	%			(12.32	%)			27.82	%			10.25	%			27.05	%
Ratios/supplementary data
Net assets, end of period (000)		$	146,278			$	142,267			$	100,778			$	104,413			$	77,023			$	61,170
Ratios to average net assets of:
Expenses, total			1.15	% (e)			1.14	%			1.15	%			1.15	%			1.18	%			1.19	%
Net investment income (loss)			0.01	% (e)			(0.08	%)			(0.42	%)			(0.43	%)			(0.44	%)			(0.45	%)
Portfolio turnover rate			6	% (d)			16	%			15	%			23	%			16	%			15	%

(a)	Based on average shares outstanding.

(b)	Amount rounds to less than $0.01 per share.

(c)	Total return is a measure of the change in value of an investment in the Fund over the periods covered. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions, if any, or the redemption of Fund shares.

(d)	Not annualized.

(e)	Annualized.

FAM FUNDS - Supplemental Information(Unaudited)

Statement Regarding Availability of Proxy Voting Policies and Procedures.

Please note that a description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling FAM Funds at 1-800-932-3271; (ii) and on the U.S. Securities and Exchange Commission's website at www.sec.gov.

Statement Regarding Availability of Proxy Voting Record.

Please note that information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request, by calling FAM Funds at 1-800-932-3271; or on the FAM Funds' Website at fenimoreasset.com (ii) and on the U.S. Securities and Exchange Commission's website at www.sec.gov.

THIS PAGE INTENTIONALLY LEFT BLANK

THIS PAGE INTENTIONALLY LEFT BLANK

THIS PAGE INTENTIONALLY LEFT BLANK

Investment Advisor

Fenimore Asset Management, Inc.

Cobleskill, NY

Custodian

U.S. Bank, N.A.

Cincinnati, OH

Independent Registered

Public Accounting Firm

Cohen & Company, Ltd.

Philadelphia, PA

Trustees

Yolanda P. Caldwell

Denise V. Gonick

Paul A. Keller, CPA, Independent Chairman

Kevin J. McCoy, CPA

Justine Phoenix

Anne Putnam

Kenneth R. Stoll

Legal Counsel

Dechert LLP

Washington, DC

Shareholder Servicing Agent

Fenimore Asset Management, Inc.

Cobleskill, NY

Co-Transfer Agent

Ultimus Fund Solutions, LLC

Cincinnati, OH

Distributor

Fenimore Securities, Inc.

Cobleskill, NY

384 North Grand Street

PO Box 399

Cobleskill, New York

12043-0399

(800) 932-3271

www.famfunds.com

(b) Included in (a)

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 [filed under item 7]

Item 10.

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

Included under Item 7

Item 11.

Statement Regarding Basis for Approval of Investment Advisory Contract.

Not applicable [included under Item 7 if applicable]

Item 12.

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

Not applicable

Item 13.

Portfolio Managers of Closed-End Management Investment Companies.

Not applicable

Item 14.

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

Not applicable

Item 15.

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 16.

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 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, including its consolidated subsidiaries, 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 17.

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

Not applicable

Item 18.

Recovery of Erroneously Awarded Compensation.

(a) Not applicable

(b) Not applicable

Item 19.

Exhibits.

File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

(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 accountant: 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)

Fenimore Asset Management Trust

By (Signature and Title)*

/s/ Thomas O. Putnam

Thomas O. Putnam, President and Chief Executive Officer

Date	September 16, 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/ Thomas O. Putnam

Thomas O. Putnam, President and Chief Executive Officer

Date	September 16, 2024

By (Signature and Title)*

/s/ Michael F. Balboa

Michael F. Balboa, Treasurer and Chief Financial Officer

Date	September 16, 2024

*	Print the name and title of each signing officer under his or her signature.