Form N-14/A LITMAN GREGORY FUNDS

As filed with the U.S. Securities and Exchange Commission on March 27, 2025

Securities Act File No.   

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-14

REGISTRATION STATEMENT

UNDER

LITMAN GREGORY FUNDS TRUST

(Exact Name of Registrant as Specified in Charter)

2301 Rosecrans Avenue, Suite 2150, El Segundo, California 90245

(Address of Principal Executive Offices) (Zip Code)

(925) 254-8999

(Registrant’s Telephone Number, including Area Code)

Approximate Date of Proposed Public Offering: As soon as practicable following effectiveness.

TITLE OF SECURITIES BEING REGISTERED:

Shares of beneficial interest of Registrant

Approximate Date of Proposed Public Offering: As soon as practicable after this Registration Statement becomes effective under the Securities Act of 1933, as amended.

Calculation of Registration Fee under the Securities Act of 1933: No filing fee is due because of reliance on Section 24(f) of the Investment Company Act of 1940, which permits registration of an indefinite number of securities.

The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until this registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

LITMAN GREGORY FUNDS TRUST CONTENTS OF REGISTRATION STATEMENT

This Registration Statement contains the following papers and documents: Cover Sheet

Contents of Registration Statement

Part A – Information Statement/Prospectus

Part B – Statement of Additional Information

Part C – Other Information

Signature Pages

Exhibits

Litman Gregory Funds Trust

2301 Rosecrans Avenue, Suite 2150

El Segundo, California 90245

March 27, 2025

Dear Shareholder:

The Board of Trustees (the “Board”) of Litman Gregory Funds Trust (the “Trust”), has approved the reorganization of the iMGP Alternative Strategies Fund (the “Alternative Strategies Fund”) into the iMGP High Income Fund (the “High Income Fund”). The reorganization is expected to occur on or about April 17, 2025. Upon completion of the reorganization, you will become a shareholder of the High Income Fund, and you will receive shares of the High Income Fund equal in value to your shares of the Alternative Strategies Fund.

The reorganization does not require shareholder approval, and you are not being asked to vote. We do, however, ask that you review the enclosed combined Information Statement/Prospectus, which contains information about the High Income Fund, including its investment objective, strategies, risks, performance, fees and expenses.

The Board has unanimously approved the reorganization and believes the reorganization is in the best interests of the Alternative Strategies Fund and its shareholders.

If you have any questions, please call 1-800-960-0188.

COMBINED INFORMATION STATEMENT/PROSPECTUS

Dated March 27, 2025

RELATING TO THE ACQUISITION OF THE ASSETS OF

iMGP Alternative Strategies Fund (the “Target Fund”)

BY AND IN EXCHANGE FOR SHARES OF

iMGP High Income Fund (the “Acquiring Fund”)

The address and telephone number of each Fund is:

2301 Rosecrans Avenue, Suite 2150

El Segundo, California 90245

1-800-960-0188

Shares of the Acquiring Fund have not been approved or disapproved by the Securities and Exchange Commission (the “SEC”). The SEC has not passed upon the accuracy or adequacy of this Information Statement/Prospectus. Any representation to the contrary is a criminal offense.

An investment in the Target Fund or Acquiring Fund (each sometimes referred to herein as a “Fund”) is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. You may lose money by investing in the Funds.

This Information Statement/Prospectus sets forth information about the Acquiring Fund that an investor ought to know before investing. Please read this Information Statement/Prospectus carefully before investing and keep it for future reference.

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INTRODUCTION

This combined information statement and prospectus, dated March 27, 2025 (the “Information Statement/Prospectus”), is being furnished in connection with the reorganization (the “Reorganization”) of iMGP Alternative Strategies Fund (the “Target Fund”) into iMGP High Income Fund (the “Acquiring Fund”). This Information Statement/Prospectus is being mailed to shareholders of the Target Fund on or about March 27, 2025. Following the completion of the Reorganization, the Acquiring Fund may be referred to as the “Combined Fund.”

The Target Fund and Acquiring Fund (each a “Fund” and, together, the “Funds”) are each a separate series of Litman Gregory Funds Trust (the “Trust”), an open-end management investment company organized as a Delaware statutory trust.

The Board of Trustees of the Trust (the “Board” or the “Trustees”) has determined that the Reorganization is in the best interests of the Target Fund and Acquiring Fund and will not dilute the interests of the existing shareholders of either Fund. A copy of the form of Agreement and Plan of Reorganization (the “Plan”) for the Reorganization is attached to this Information Statement/Prospectus as Appendix A.

THIS INFORMATION STATEMENT/PROSPECTUS IS FOR INFORMATIONAL PURPOSES ONLY, AND YOU DO NOT NEED TO DO ANYTHING IN RESPONSE TO RECEIVING IT. WE ARE NOT ASKING YOU FOR A PROXY OR WRITTEN CONSENT, AND YOU ARE REQUESTED NOT TO SEND US A PROXY OR WRITTEN CONSENT.

The following table indicates the corresponding class of shares of the Acquiring Fund that a Target Fund shareholder will receive in the Reorganization. On or about February 28, 2025, Investor Class shares of the Target Fund were automatically converted to Institutional Class shares of the Target Fund.

Please read this Information Statement/Prospectus carefully, including the Plan in Appendix A.

The date of this Information Statement/Prospectus is March 27, 2025.

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For more complete information about each Fund, please read each Fund’s prospectus and statement of additional information, as they may be amended and/or supplemented. Each Fund’s prospectus and statement of additional information, and other additional information about each Fund, has been filed with the SEC (http://www.sec.gov) and is available upon oral or written request and without charge. See “Where to Get More Information” below.

The prospectuses and statement of additional information, of the Target Fund and the Acquiring Fund, each dated April 29, 2024, as supplemented, (File Nos. 333-10015 and 811-07763), are incorporated by reference into this Information Statement/Prospectus.

The Funds’ Annual Reports to shareholders, dated December 31, 2024 and Semi-Annual Reports to shareholders dated June 30, 2024 (File No. 811-07763), are incorporated by reference into this Information Statement/Prospectus.

The Funds are not deposits or obligations of, or guaranteed or endorsed by, any financial institution, and are not insured by the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other governmental agency. You may lose money by investing in the Funds.

The securities offered by this Information Statement/Prospectus have not been approved or disapproved by the SEC, nor has the SEC passed upon the accuracy or adequacy of this Information Statement/Prospectus. Any representation to the contrary is a criminal offense.

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TABLE OF CONTENTS

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QUESTIONS AND ANSWERS

For your convenience, we have provided a brief overview of the Reorganization. Additional information is contained elsewhere in this Information Statement/Prospectus and the Plan, a form of which is attached to this Information Statement/Prospectus as Appendix A. Shareholders should read this entire Information Statement/Prospectus, including Appendix A, and the Acquiring Fund’s prospectus (please see “Where to Get More Information” above for instructions on where to find this prospectus) carefully for more complete information.

How will the Reorganization be implemented?

Why did the Trustees approve the Reorganization?

The Board of the Target Fund, including all of the Trustees who are not “interested” persons of the Funds (as that term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”)), the Advisor or ALPS Distributors, Inc., the Funds’ distributor (the “Independent Trustees”), after careful consideration, has

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determined that the Reorganization is in the best interests of the Target Fund and will not dilute the interests of the existing shareholders of the Target Fund. The Board also serves as the Board of the Acquiring Fund. The Board, including all of the Independent Trustees, also approved the Reorganization with respect to the Acquiring Fund. The Board determined that the Reorganization is in the best interests of the Acquiring Fund and that the interests of the Acquiring Fund’s shareholders will not be diluted as a result of the Reorganization.

In recommending the Reorganization to the Board of the Trust, the Advisor highlighted the significant outflows and complexity of the Target Fund, noting that the Target Fund had experienced $384 million in outflows in 2023 and $275 million in outflows year to date (as of September 30, 2024). The Advisor noted that with the evolving landscape of the alternative asset class, investors are increasingly favoring funds that focus mainly on one alternative investment strategy (like the Acquiring Fund) rather than funds that employ a variety of alternative investment strategies (like the Target Fund). The Advisor determined that continuing to operate the Target Fund as currently constituted was not in the long-term best interests of the Target Fund. The Advisor recommended the Reorganization based on a determination that the Acquiring Fund’s investment strategies make it a comparable fund within the Trust for a Reorganization given that the Acquiring Fund is highly correlated with the Target Fund and has demonstrated better performance and lower volatility.

In approving the Reorganization of the Target Fund, the Board considered, among other things, (i) that the Funds, subject to approval by shareholders of the Target Fund, are anticipated to have identical primary and secondary investment objectives and substantially similar fundamental investment policies, (ii) that the principal risks of the Funds are similar, (iii) that the Acquiring Fund has shown similar or stronger absolute and relative performance as measured by peer group rankings, versus the Target Fund, (iv) that the effective management fee and total annual operating expenses of the Acquiring Fund are expected to be lower than the management fee and total annual operating expenses of the Target Fund, (v) that the Target Fund has a significant capital loss carryforward that the Acquiring Fund will be able to utilize, subject to certain limitations, (vi) that the larger combined asset base resulting from the Reorganization will offer the potential to broaden the distribution of the Acquiring Fund and the potential for greater operating efficiencies and economies of scale in the combined Acquiring Fund, including the potential for lower expense ratios, the ability to effect larger portfolio transactions, and the ability to spread fixed costs over a larger asset base, and (vii) the anticipated tax-deferred nature of the Reorganization and the potential tax consequences to shareholders of the Target Fund and the Acquiring Fund as a result of anticipated portfolio repositioning in connection with the Reorganization. See “Reasons for the Reorganization” in the description of the Reorganization for additional information regarding the Board’s considerations.

How do the Target Fund and the Acquiring Fund compare?

There are similarities between the Funds, as well as certain differences, including:

iMGPFM serves as each Fund’s investment manager. The services provided to the Target Fund and the Acquiring Fund under the investment management agreement are identical.

Please see “The Funds’ Fees and Expenses” for each Fund’s current fees and expenses and pro forma fees and expenses for the Combined Fund.

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Target Fund

Blackstone Credit Systematic Strategies LLC (“Blackstone”), serves as a sub-advisor to a segment of the Target Fund. Paul Harrison and Adam Dwinells are responsible for the day-to-day management of the assets allocated to the segment of the Target Fund managed by Blackstone.

DoubleLine Capital, LP (“DoubleLine”), serves as a sub-advisor to a segment of the Target Fund. Jeffrey Gundlach and Jefferey Sherman, CFA, are responsible for the day-to-day management of the assets allocated to the segment of the Target Fund managed by DoubleLine.

Dynamic Beta investments, LLC (“DBi”), serves as a sub-advisor to a segment of the Target Fund. Andrew Beer and Mathias Mamou-Mani are responsible for the day-to-day management of the assets allocated to the segment of the Target Fund managed by DBi.

First Pacific Advisors, LP (“FPA”), serves as serves as a sub-advisor to a segment of the Target Fund. Steven Romick, CFA, Brian Selmo, CFA and Mark Landecker, CFA are responsible for the day-to-day management of the assets allocated to the segment of the Target Fund managed by FPA.

Loomis Sayles and Company, LP (“Loomis”), serves as a sub-advisor to a segment of the Target Fund. Matthew J. Eagan, CFA, Todd P. Vandam, CFA and Brian P. Kennedy are responsible for the day-to-day management of the assets allocated to the segment of the Target Fund managed by Loomis.

Water Island Capital, LLC (“Water Island”), serves as a sub-advisor to a segment of the Target Fund. John Orrico, CFA, Roger Foltynowicz, Gregg Loprete and Michael Osowiecki are responsible for the day-to-day management of the assets allocated to the segment of the Target Fund managed by Water Island.

Acquiring Fund

Brown Brothers Harriman & Co. (“Brown Brothers”) serves as a sub-advisor to a segment of the Acquiring Fund. Andrew P. Hofer, Neil Hohman and Paul Kunz, CFA, are responsible for the day-to-day management of the assets allocated to the segment of the Acquiring Fund managed by Brown Brothers. 

Guggenheim Partners Investment Management, LLC (“Guggenheim”) serves as a sub-advisor to a segment of the Acquiring Fund. Anne Walsh, CFA, Steven Brown, CFA, Adam Bloch and Evan L. Serdensky are responsible for the day-to-day management of the assets allocated to the segment of the Acquiring Fund managed by Guggenheim.

Neuberger Berman Investment Advisers LLC (“Neuberger”) serves as a sub-advisor to a segment of the Acquiring Fund. Derek Devens, CFA, Rory Ewing and Eric Zhou are responsible for the day-to-day management of the assets allocated to the segment of the Acquiring Fund managed by Neuberger.

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The Acquiring Fund employs the following strategies: (1) a credit value strategy, (2) a multi-credit strategy, and (3) an option income strategy. Following the closing of the Reorganization, the Combined Fund will have the principal investment strategies of the Acquiring Fund. See “Comparison of Acquiring Fund and Target Fund” below for additional information regarding the Funds’ investment strategies.

For the Acquiring Fund, contractual arrangements have been made with the Advisor through April 30, 2026 to limit Fund’s operating expenses to an annual rate of 0.98% for the Institutional Class, subject to certain exclusions.

For the Acquiring Fund, contractual arrangements have been made with the Advisor through April 30, 2026, to waive a portion of its advisory fees so that after paying all of the sub-advisory fees, the net advisory fee retained by the Advisor as a percentage of the Acquiring Fund’s daily net assets is 0.40% on the first $1 billion of assets, 0.375% on the next $1 billion of assets, 0.35% on the next $1 billion of assets, 0.325% on the next $1 billion of assets and 0.30% on assets in excess of $4 billion. This agreement may be terminated at any time by the Board upon sixty (60) days’ written notice to the Advisor, and the Advisor may decline to renew this agreement at its expiration on April 30, 2026 by written notice to the Trust at least thirty (30) days before the agreement’s annual expiration date. The Advisor has waived its right to receive reimbursement of the portion of its advisory fees waived pursuant to this advisory fee waiver agreement.

Fund expenses may be higher following the expiration of these expense limitation arrangements.

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Am I being asked to vote on the Reorganization?

Shareholder approval of the Reorganization is not required. The Trust’s Declaration of Trust and state law governing the Trust do not require shareholder approval for fund reorganizations. Likewise, Rule 17a-8 under the 1940 Act does not require shareholder approval of reorganizations involving affiliated funds, so long as certain criteria are met. The Board determined that the criteria are met in this case, and that shareholder approval is not required for the Reorganization.

Will my rights as a shareholder change after the Reorganization?

No, your rights as a shareholder will not change in any way as a result of the Reorganization, but you will be a shareholder of the Acquiring Fund, which is a separate series of the Trust. The shareholder services available to you after the Reorganization will be identical.

Who will bear the expenses associated with the Reorganization?

It is anticipated that the total cost of the Reorganization, including the preparing, printing and mailing of this Information Statement/Prospectus, will be approximately $50,000. These costs of the Reorganization will be shared equally by the Target and the Acquiring Fund.

In addition, the Advisor has estimated that the brokerage commission and other portfolio transaction costs relating to the realignment of the Target Fund’s portfolio prior to the Reorganization will be approximately $17,345, equal to approximately 0.004% of the Target Fund’s assets or, based on shares outstanding as of December 31, 2024, $0.0087 per share. These costs will be borne by the Target Fund and indirectly by the Target Fund’s shareholders (including Target Fund shareholders who receive shares of the Acquiring Fund in the Reorganization).

What are the federal income tax consequences of the Reorganization?

The exchange of Target Fund shares for Acquiring Fund shares in the Reorganization is not expected to result in income, gain or loss being recognized for federal income tax purposes by a Target Fund shareholder. The Reorganization generally is not expected to result in the recognition of gain or loss for federal income tax purposes by the Target Fund or Acquiring Fund.

As a condition to the closing of the Reorganization, the Target Fund and the Acquiring Fund must receive an opinion of Paul Hastings, LLP, counsel to the Trust and to the Independent Trustees on the Board, to the effect that the Reorganization will constitute a “reorganization” within the meaning of Section 368 of the Internal Revenue Code of 1986, as amended (the “Code”). Accordingly, it is expected that neither you nor the Acquiring Fund nor, in general, the Target Fund will recognize gain or loss as a direct result of the Reorganization of the Target Fund, and that the aggregate tax basis of the Acquiring Fund shares that you receive in the Reorganization will equal the aggregate tax basis of the Target Fund shares that you surrender in the Reorganization. For more information, see “Tax Status of The Reorganization” in this Information Statement/Prospectus.

While the portfolio managers of the Acquiring Fund anticipate retaining a portion of the Target Fund’s holdings following the closing of the Reorganization, the portfolio managers of the Target Fund do anticipate selling a material portion (approximately 25%-35%) of the holdings of the Target Fund in preparation for the Reorganization. These holdings are primarily the equity securities and managed futures in the contrarian equity, merger arbitrage and enhanced trend following strategies of the Target Fund. The Acquiring Fund does not utilize such strategies. The extent of these sales is primarily to make the Target Fund’s existing holdings more consistent with the principal investment strategies for the Acquiring Fund. While the securities of the Target Fund satisfy the investment restrictions of the Acquiring Fund, the Target Fund intends to utilize the proceeds from such sales to allow reinvestment in assets that are more consistent with the Acquiring Fund’s investment strategies. During this period, the Target Fund may deviate from its principal investment strategies. The Advisor has estimated that the brokerage commission and other portfolio transaction costs relating to the realignment of

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the Target Fund’s portfolio prior to the Reorganization will be approximately $17,345 equal to approximately 0.004% of the Target Fund’s assets or, based on shares outstanding as of December 31, 2024, $0.0087 per share. These costs will be borne by the Target Fund. Subject to market conditions at the time of any such disposition, the disposition of the portfolio securities by the Target Fund may result in a capital gain or loss. The actual tax consequences of any disposition of portfolio securities will vary depending upon the specific securities being sold, the Target Fund’s other gains and losses, and the Target Fund’s ability to use any available tax loss carryforwards. The shareholders of the Target Fund would bear the associated costs with the repositioning. The disposition of securities in connection with the Reorganization is not expected to result in any capital gains to the Target Fund. It is expected that any such capital gains will be offset by available tax capital loss carryforwards, and, accordingly, no material distribution to shareholders is anticipated to result from the disposition of securities.

What should I do if I do not want to own shares of the Acquiring Fund?

If you do not want to receive shares of the Acquiring Fund in connection with the Reorganization, you may redeem your shares of the Target Fund or you may exchange those shares for shares of another eligible mutual fund managed by the Advisor prior to the closing of the Reorganization. If a Target Fund shareholder redeems his or her shares and such shares are held in a taxable account, the shareholder will recognize a taxable gain or loss based on the difference between the redeeming shareholder’s tax basis in the shares and the amount that the redeeming shareholder receives for them. Shareholders of the Target Fund may exchange their Target Fund shares for shares of the same class of any other mutual fund series of the Trust generally without paying any additional sales charges, provided that the fund shares to be acquired in the exchange are available to new investors in such other fund and the shareholder is eligible to invest in such shares. Such an exchange of shares for shares in another fund will generally result in the recognition of taxable gain or loss for shareholders holding shares in a taxable account.

Whom do I call if I have questions?

If you need more information or have any questions about the Reorganization, please call the Trust toll-free at 1-800-960-0188.

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REORGANIZATION

OF THE

iMGP ALTERNATIVE STRATEGIES FUND

(the “Target Fund”)

INTO THE

iMGP HIGH INCOME FUND

(the “Acquiring Fund”)

Summary

The following is a summary of more complete information appearing later in this Information Statement/Prospectus or incorporated herein. You should read carefully the entire Information Statement/Prospectus, including the exhibits, which include additional information that is not included in the summary and is a part of this Information Statement/Prospectus. The form of the Agreement and Plan of Reorganization is included as Appendix A to this Information Statement/Prospectus. For a discussion of the terms of the Plan, please see the section entitled “Terms of the Agreement and Plan of Reorganization” in the back of this Information Statement/Prospectus.

The Reorganization does not require approval by shareholders of the Target Fund or Acquiring Fund.

In the Reorganization, the Acquiring Fund will issue a number of its Institutional Class shares, as applicable, to the Target Fund having an aggregate net asset value equal to the aggregate net asset value of the Target Fund’s Institutional Class shares.

Comparison of Target Fund

and Acquiring Fund

Both the Target Fund and the Acquiring Fund are managed by the Advisor but have different sub-advisors. The Target Fund is sub-advised by Blackstone Credit Systematic Strategies LLC, DoubleLine Capital, LP, Dynamic Beta investments, LLC, First Pacific Advisors, LP, Loomis Sayles and Company, LP and Water Island Capital, LLC. The Acquiring Fund is sub-advised by Brothers Harriman & Co., Guggenheim Partners Investment Management, LLC and Neuberger Berman Investment Advisers LLC. The Target Fund and the Acquiring Fund have the same primary and secondary investment objectives, utilize comparable principal investment strategies, and have similar principal risks, as summarized below. Following the completion of the Reorganization, the Combined Fund will follow the investment strategies of the Acquiring Fund and be managed by the Acquiring Fund’s sub-advisors.

Comparison of Investment Objectives and Investment Strategies

The Target Fund and the Acquiring Fund have identical investment objectives. Each Fund seeks to achieve long-term returns with lower risk and lower volatility than the stock market, and with relatively low correlation to stock and bond market indexes. As a secondary investment objective, each Fund also seeks to provide a high level of current income.

The Target Fund and the Acquiring Fund have comparable investment strategies, although there are also differences in the way each Fund seeks to achieve its investment objectives. Both the Target Fund and the Acquiring Fund aim to generate gains with limited risk of capital loss through a combination of complementary strategies that the Advisor believes offer compelling risk-return characteristics, each strategy being managed by a

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specialist investment manager considered best in class by the Advisor. Moreover, each Fund’s aim is to be a complement to a traditional fixed-income allocation by producing returns higher than core bonds and with limited correlation to the Bloomberg U.S. Aggregate Bond Index. In addition, both the Target Fund and the Acquiring Fund generally are characterized quantitatively by a lower interest-rate sensitivity and a higher non-government bond allocation than in the Bloomberg U.S. Aggregate Bond Index. Each of the Target Fund and Acquiring Fund also invests a substantial portion of its assets in fixed income securities. As of December 31, 2024, the Target Fund had approximately 54.2% of its portfolio in various fixed income instruments as compared to approximately 86.9% for the Acquiring Fund. In addition, each Fund shares a limited correlation to and a significantly lower volatility than the S&P 500 Index.

The Acquiring Fund uses certain strategies that are similar to those of the Target Fund and certain others that are different. The sub-advisors of the Target Fund use the following strategies: (1) an arbitrage oriented strategy, (2) an opportunistic income strategy which will often focus on mortgage related securities, (3) a contrarian opportunity strategy that allow tactical investments throughout the capital structure (stocks and bonds), asset classes, market capitalization, industries and geographies, (4) a long/short credit strategy, (5) a strategic alpha strategy that focuses on the tactical allocation of long and short global fixed income opportunities and currencies, and (6) an “enhanced trend strategy” that focuses on a blend of managed futures and equity hedge strategies. The sub-advisors of the Acquiring Fund use the following strategies: (1) a credit value strategy, (2) a multi-credit strategy, and (3) an option income strategy. Of these strategies, the Acquiring Fund’s credit value strategy is similar to the Target Fund’s opportunistic income strategy, and the Acquiring Fund’s multi-credit strategy is similar to the Target Fund’s strategic alpha fixed income strategy. While the Acquiring Fund employs certain investment strategies not currently used by the Target Fund, the Advisor believes that the Funds utilize comparable investment strategies and that the Reorganization provides shareholders of the Target Fund with an investment that is sufficiently similar as to occupy a similar role in a broader portfolio, but with stronger long-term potential, improved downside protection, lower costs, and a similarly focus on risk management.

While certain of the Target Fund’s and Acquiring Fund’s investment strategies are similar, there are differences. For example, the Target Fund employs contrarian equity, merger arbitrage and enhanced trend following strategies, which are not strategies of the Acquiring Fund. In addition, the Acquiring Fund’s multi-credit strategy invests to a greater extent in bank loans, which exposes the Acquiring Fund to a greater degree of liquidity and valuation risk than the Target Fund. However, the Advisor believes that the Funds utilize comparable investment strategies and that the Reorganization provides shareholders of the Target Fund with an investment that is sufficiently similar as to occupy an equivalent role in a broader portfolio, but with stronger long-term potential, improved downside protection, lower costs, and a similar focus on risk management.

The table below provides a comparison of the Funds’ investment objectives and principal investment strategies.

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Comparison of Additional Features of the Target Fund and Acquiring Fund

The table below provides a comparison of certain additional features of the Funds.

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Comparison of Principal Risks of Investing in the Funds

Risk is inherent in all investing. The value of your investment in a Fund, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in a Fund or your investment may not perform as well as other similar investments.

You should carefully assess the risks associated with an investment in the Funds.

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The Funds pursue identical investment objectives and comparable principal investment strategies and face many of the same principal risks, as described in the following table. Descriptions of each principal risk follow below.

Description of Principal Risks

The following is a description of the principal risks of investing in each Fund. Even though the Funds share many of the same principal risks, the degree of such risks may vary. In addition, the principal risks of the Funds differ in certain respects, as discussed below.

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Both the Acquiring Fund and the Target Fund are subject to the following principal risks.

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The Acquiring Fund is subject to the following additional principal risks, which are not principal risks of the Target Fund:

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The Target Fund is subject to the following additional principal risks, which are not principal risks of the Acquiring Fund:

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The Funds’ Fees and Expenses

Shareholders of the Funds pay various fees and expenses, either directly or indirectly. The table below shows the fees and expenses that you would pay if you were to buy, hold and sell shares of each Fund. Unless otherwise noted, the fees and expenses for the Target Fund and Acquiring Fund in the tables appearing below are based on the fees and expenses for the period ended December 31, 2024. The table also shows the pro forma expenses of the Combined Fund after giving effect to the Reorganization based on pro forma net assets as of December 31, 2024. Pro forma numbers are estimated in good faith and are hypothetical. Actual expenses may vary significantly.

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Examples

The hypothetical example below helps you compare the cost of investing in each Fund. The example assumes that:

Costs are the same whether you redeem at the end of the period or not. Pro forma expenses are included assuming the consummation of the Reorganization of the Target Fund. The example is for comparison purposes only and is not a representation of any Fund’s actual expenses or returns, either past or future. Because actual return and expenses will be different, the example is for comparison only.

The Funds’ Past Performance

The bar charts and tables below provide some indication of the risks of investing in the Funds by showing you how the performance of the Target Fund’s Institutional Class shares, and the Acquiring Fund’s Institutional Class shares, has varied from year to year, and how the average total returns of the Fund’s shares for different periods compare to the returns of a broad measure of market performance.

Absent any applicable limitation of or cap on a Fund’s expenses, performance would have been lower. A Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Following the Reorganization, the Acquiring Fund will be the surviving fund for accounting and performance purposes.

Updated performance information of each Fund is available at no charge by calling the Funds’ toll-free number: at 1-800-960-0188 or by visiting the Funds’ website at https://imgpfunds.com/.

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Target Fund (iMGP Alternative Strategies Fund)

Annual Total Returns (calendar years ended December 31) – Institutional Class

Average Annual Total Returns (periods ended December 31, 2024)

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Acquiring Fund (iMGP High Income Fund)

Annual Total Returns (calendar years ended December 31) – Institutional Class

Average Annual Total Returns (periods ended December 31, 2023)

Portfolio Turnover

Each Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example above, affect a Fund’s performance. During the Target Fund’s most recent fiscal year ended December 31, 2024, the Fund’s turnover rate was 75.93% of the average value of the Target Fund. During the Acquiring Fund’s most recent fiscal year ended December 31, 2024, the Fund’s turnover rate was 29.76% of the average value of the Acquiring Fund.

Reasons for the Reorganization

At a meeting held on December 4, 2024, the Board of the Target Fund, including its Independent Trustees, unanimously determined that the Reorganization is in the best interests of the Target Fund and will not dilute the interests of the existing shareholders of the Target Fund. The same Board oversees the Acquiring Fund, and both the full Board and the Independent Trustees also unanimously determined that the Reorganization is in the best interests of the Acquiring Fund and will not dilute the interests of the existing shareholders of the Acquiring Fund. In determining whether to approve the Reorganization, the Trustees considered the potential impact of the

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Reorganization on the Funds’ shareholders and a variety of considerations that they believed to be relevant in light of information provided to them by the Advisor and legal advice furnished to them by counsel, including independent legal counsel, and made a decision in the exercise of their own business judgment. The Trustees based their determinations on the considerations set forth below, among others, although they did not identify any consideration or particular item of information that was controlling of their determinations and each Trustee may have attributed different weights to the various factors.

General Considerations

Fees and Expenses

Investment Performance

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Tax Consequences

Investment Objective and Investment Strategies

Alternatives to the Reorganization

Other Considerations

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CAPITALIZATION

The following table sets forth the capitalization of the Target Fund and the Acquiring Fund as of March 3, 2025 and the pro forma capitalization of the Combined Fund as if the Reorganization had occurred on that date. If the Reorganization is consummated, the actual exchange ratios on the Closing Date may vary from the exchange ratios used in the computation below. This is due to changes in the market value of the fund securities of both Funds between March 3, 2025 and the Closing Date, changes in the amount of undistributed net investment income and net realized capital gains of the Funds during that period resulting from income and distributions, and changes in the accrued liabilities of the Funds during the same period.

It is impossible to predict with any certainty how many shares of the Acquiring Fund will actually be received and distributed by the Target Fund on the Closing Date. The foregoing table should not be relied upon to determine the amount of Acquiring Fund shares that will actually be received and distributed.

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ADDITIONAL INFORMATION

For information relating to each Fund and the Reorganization, including tax capital loss carryforwards, the tax status of the Reorganization, a comparison of the fundamental investment policies of the Funds, how to buy, sell or exchange Fund shares, how each Fund values its securities, financial highlights information for each Fund and ownership of shares of the Funds, please see the sections below.

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OTHER IMPORTANT INFORMATION CONCERNING THE REORGANIZATION

Tax Capital Loss Carryforwards

Federal income tax law permits a regulated investment company to carry forward indefinitely its net capital losses to offset its capital gains recognized in future years.

As of December 31, 2024, the Funds had the following unused capital loss carryforwards: 

As of the Closing Date, each Fund may have net realized capital gains or losses and may also have net unrealized gains or losses.

The Reorganization may result in a number of different limitations on the combined Fund’s ability, following the Reorganization, to use realized and unrealized losses of the Target and Acquiring Funds. In the taxable year of the Acquiring Fund in which the Reorganization occurs, the Acquiring Fund will be able to use capital loss carryforwards of the Target Fund (including from the Target Fund’s short taxable year ending on the Closing Date), subject to the additional limitations described below, to offset only a prorated portion of the Acquiring Fund’s capital gains for such taxable year, based on the number of days remaining after the Closing Date in such taxable year.

If shareholders of the Target Fund own less than 50% of the Acquiring Fund immediately after the Reorganization, the Reorganization may result in limitations on the Combined Fund’s ability, following the Reorganization, to use any capital loss carryforwards of the Target Fund (including carryforwards generated in the tax year of the Target Fund ending on the date of the Reorganization) and potentially on the Combined Fund’s ability to use unrealized capital losses inherent in the tax basis of the assets of the Target Fund acquired in the Reorganization. Those limitations are imposed on an annual basis. Capital losses in excess of this limitation may be carried forward indefinitely, subject to any other applicable limitations. The annual limitation on the use of those carryforwards for periods following the Reorganization generally will equal the product of the net asset value of the Target Fund immediately prior to the Reorganization and the “long-term tax-exempt rate,” as published by the Internal Revenue Service (“IRS”) and in effect at the time of the Reorganization. This limitation may be prorated in the taxable year of the Acquiring Fund in which the Reorganization occurs based on the number of days remaining after the Closing Date in such taxable year.

Under certain circumstances, the Reorganization may result in limitations on the Acquiring Fund’s ability, in the post-Reorganization period, to use a portion of any capital loss carryforward of the Acquiring Fund itself from years ended prior to the Closing Date and/or generated in its tax year that includes the Reorganization, and potentially on the Acquiring Fund’s ability to use unrealized capital losses inherent in the tax basis of its assets. Those limitations are imposed on an annual basis. Losses in excess of the limitation may be carried forward, subject to generally applicable limitations. If applicable, the annual limitation on the use of those carryforwards for periods following the Reorganization generally will equal the product of the net asset value of the Acquiring Fund and the “long-term tax-exempt rate,” as published by the IRS.

If the Acquiring Fund or the Target Fund has a net unrealized gain inherent in its assets at the time of the Reorganization, then, under certain circumstances, the Combined Fund may not offset that gain, to the extent realized within five years of the Reorganization, by a carryforward of pre-Reorganization losses (other than a carryforward of pre-Reorganization losses of the Fund with the net unrealized gain inherent in its assets at the time of the Reorganization) or, in certain cases, by a net unrealized loss inherent at the time of the Reorganization in the assets of the other Fund involved in the Reorganization. This limitation will generally

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apply if the Acquiring Fund’s or the Target Fund’s unrealized capital gains as of the date of the Reorganization are greater than either $10,000,000 or 15% of the value of its assets, subject to certain adjustments.

As a result of the Reorganization, losses and loss carryforwards will benefit the shareholders of the Combined Fund, rather than only the shareholders of the Fund that incurred them. Even if a particular limitation described above would not be triggered solely by the Reorganization, the limitation may be triggered by the Reorganization and one or more other transactions entered into by the Target Fund or Acquiring Fund (including, potentially, another reorganization). By reason of the foregoing rules, taxable shareholders may pay more taxes, or pay taxes sooner, than they otherwise would have if the Reorganization did not occur.

Since the Reorganization is not expected to close until the close of business on April 17, 2025, the capital loss carryforwards, realized and unrealized gains and losses, and the applicability of the limitations described above may change significantly between now and the completion of the Reorganization. Further, the ability of each Fund to use losses (even in the absence of the Reorganization) also depends on factors other than loss limitations, such as the future realization of capital gains.

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PORTFOLIO SECURITIES

While the portfolio managers of the Acquiring Fund anticipate retaining a portion of the Target Fund’s holdings following the closing of the Reorganization, the portfolio managers of the Target Fund do anticipate selling a material portion (approximately 25%-35%) of the holdings of the Target Fund in preparation for the Reorganization. These holdings are primarily the equity securities and managed futures in the contrarian equity, merger arbitrage and enhanced trend-following strategies of the Target Fund. The Acquiring Fund does not utilize such strategies. Consistent with the Acquiring Fund’s investment objective and investment strategies and policies, any restrictions imposed by the Code and in the best interests of the Acquiring Fund’s shareholders (including former shareholders of the Target Fund), the Advisor will determine the extent to which the portfolio securities of the Target Fund will be maintained by the Fund.

The Advisor estimates that the Target Fund will incur the following transaction costs associated with the Reorganization, as measured in terms total expenses and as a percentage of the Target Fund’s average net assets as of December 31, 2024. The Advisor has estimated that the brokerage commission and other portfolio transaction costs relating to the realignment of the Target Fund’s portfolio prior to the Reorganization will be approximately $17,345 equal to approximately 0.004% of the Target Fund’s assets or, based on shares outstanding as of December 31, 2024, $0.0087 per share. These costs will be borne by the Target Fund and indirectly by the Target Fund’s shareholders (including Target Fund shareholders who receive shares of the Acquiring Fund in the Reorganization). Subject to market conditions at the time of any such disposition, the disposition of the portfolio securities by the Target Fund may result in a capital gain or loss. The actual tax consequences of any disposition of portfolio securities will vary depending upon the specific securities being sold, the Target Fund’s other gains and losses, and the Target Fund’s ability to use any available tax loss carryforwards. The shareholders of the Target Fund would bear the associated costs with the repositioning. The disposition of securities in connection with the Reorganization is not expected to result in any capital gains to the Target Fund. It is expected that any such capital gains will be offset by available tax capital loss carryforwards, and, accordingly, no material distribution to shareholders is anticipated to result from the disposition of securities.

It is possible that there may be dispositions of some of the portfolio securities of the Target Fund following the Reorganization. Subject to market conditions at the time of any such disposition, the disposition of the portfolio securities by the Combined Fund may result in a capital gain or loss. The actual tax consequences of any disposition of portfolio securities will vary depending upon the specific securities being sold, the selling Fund’s other gains and losses, and the Combined Fund’s ability to use any available tax loss carryforwards. The shareholders of the Combined Fund would bear the associated costs with the repositioning. The disposition of securities in connection with the Reorganization is not expected to result in any capital gains to the Combined Fund. It is expected that any such capital gains will be offset by available tax capital loss carryforwards, and, accordingly, no material distribution to shareholders is anticipated to result from the disposition of securities.

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TERMS OF THE AGREEMENT AND PLAN OF REORGANIZATION

The Reorganization

Agreement and Plan of Reorganization

The Reorganization will be undertaken pursuant to the Plan substantially in the form attached as Appendix A to this Information Statement/Prospectus, which is incorporated herein by this reference. The description of the Plan contained herein, which includes the material provisions of the Plan, is qualified in its entirety by the attached copy.

Determination of Net Asset Value. In the Reorganization, the Acquiring Fund will deliver to the Target Fund a number of full and fractional Acquiring Fund Institutional Class shares with an aggregate net asset value equal to the net asset value of the Target Fund attributable to the of the Target Fund’s Institutional Class shares. The net asset value per Institutional Class share of the Acquiring Fund shall be computed using the Acquiring Fund’s valuation procedures and the net asset value per Institutional Class share of the Target Fund shall be computed

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using the Target Fund’s valuation policies and procedures. The number of full and fractional Acquiring Fund shares shall be determined by dividing the value of the Target Fund’s net assets by the net asset value of one share of the corresponding class of the Acquiring Fund’s shares (see Section 2.1 of the form of Plan attached as Appendix A).

Conditions to Closing the Reorganization. The obligation of each Fund to consummate the Reorganization is subject to the satisfaction of certain conditions, including each Fund’s performance of all its obligations under the Plan, the receipt of certain documents and financial statements from the Target Fund and the receipt of all consents, orders and permits necessary to consummate the Reorganization (see Sections 7 and 8 of the form of Plan attached as Appendix A).

The obligations of each Fund are subject to the receipt of a favorable opinion of Paul Hastings LLP as to the United States federal income tax consequences of the Reorganization (see Section 9.4 of the form of Plan attached as Appendix A).

Termination of the Plan. The Board may terminate the Plan at any time before the Closing Date, if the Board believes that proceeding with the Plan is inadvisable with respect to the Target Fund or Acquiring Fund, respectively. Any such termination will be effective when communicated to the other party (see Section 12 of the form of Plan attached as Appendix A).

Expenses of the Reorganization. It is anticipated that the total cost of the Reorganization will be approximately $50,000. The associated costs of the Reorganization will be shared equally by the Target Fund and the Acquiring Fund. The expenses incurred in connection with the Reorganization will be paid by the party directly incurring such expenses (without reimbursement by another person) if and to the extent that the payment by another person of such expenses would prevent a Fund from being treated as a “regulated investment company” under the Code or would prevent the Reorganization from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code or otherwise result in the imposition of tax on the Target Fund or the Acquiring Fund or on shareholders of the Target Fund or Acquiring Fund (see Section 10.1 of the form of Plan attached as Appendix A).

In addition to the foregoing, the Advisor estimates that the Target Fund will incur the following transaction costs associated with the Reorganization, as measured in terms total expenses and as a percentage of the Target Fund’s average net assets as of December 31, 2024. The Advisor has estimated that the brokerage commission and other portfolio transaction costs relating to the realignment of the Target Fund’s portfolio prior to the Reorganization will be approximately $17,345 equal to approximately 0.004% of the Target Fund’s assets or, based on shares outstanding as of December 31, 2024, $0.0087 per share. These costs will be borne by the Target Fund and indirectly by the Target Fund’s shareholders (including Target Fund shareholders who receive shares of the Acquiring Fund in the Reorganization).

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TAX STATUS OF THE REORGANIZATION

The Reorganization is conditioned upon the receipt by the Target Fund and the Acquiring Fund of an opinion from Paul Hastings LLP, counsel to the Funds, substantially to the effect that, for federal income tax purposes:

In rendering such opinion, counsel will rely upon, among other things, certain facts, assumptions and representations of the Trust, made on behalf of the Target Fund and Acquiring Fund.

No tax ruling has been or will be received from the IRS in connection with the Reorganization. An opinion of counsel is not binding on the IRS or a court, and no assurance can be given that the IRS would not assert, or a court would not sustain, a contrary position.

Prior to the Reorganization, the Target Fund will declare and pay a dividend, which, together with all previous dividends for the taxable year, is intended to have the effect of distributing to the Target Fund shareholders all of the Target Fund’s net capital gain (taking into account available capital loss carryforwards), if any, all of its investment company taxable income (computed without regard to any deduction for dividends paid), if any, and all of its net tax-exempt income, if any, for the taxable year ending on the Closing Date. The

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amount of such distribution to the shareholders of the Target Fund is estimated as of December 31, 2024, to be as set forth in the table below. Any amount actually distributed to the Target Fund’s shareholders immediately prior to the Reorganization may be higher or lower than the estimated amount set forth in the table below. Any such distribution generally will be taxable to the Target Fund shareholders.

The foregoing discussion is very general. The foregoing consequences may not apply to certain classes of taxpayers who are subject to special circumstances, such as shareholders who are not citizens or residents of the United States, insurance companies, tax-exempt organizations, financial institutions, dealers in securities or foreign currencies, or persons who hold their shares as part of a straddle or conversion transaction. This discussion does not address any state, local or foreign or non-income tax consequences of the Reorganization. You should consult your tax adviser for the particular tax consequences to you of the applicable transaction, including the applicability of any state, local or foreign tax laws.

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FUNDAMENTAL AND NON-FUNDAMENTAL INVESTMENT POLICIES OF THE FUNDS

Each Fund has adopted certain fundamental investment policies that may not be changed without the affirmative vote of the holders of a “majority of the outstanding voting securities” (as defined in the 1940 Act) of the Fund. Under the 1940 Act, the vote of a majority of the outstanding voting securities of a Fund means the affirmative vote of the lesser of (a) 67% or more of the voting power of the voting securities present at the shareholder meeting, if the holders of more than 50% of the outstanding voting securities of the Fund are present at the meeting or represented by proxy, or (b) more than 50% of the voting power of the outstanding voting securities of the Fund. The following table lists the fundamental investment policies for the Target Fund and the Acquiring Fund. The Target Fund and Acquiring Fund have the same fundamental investment policies, except for certain differences with respect to investments in commodities, which are not expected to be material. For a more complete discussion of a Fund’s other investment policies and fundamental and non-fundamental investment restrictions, please see the Fund’s statement of additional information.

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Non-Fundamental Policies

The Target Fund and the Acquiring Fund have adopted the following non-fundamental policies, which may be changed by the Board of the Trust without shareholder approval.

1. Investments in Other Investment Companies

Each Fund may not invest in the securities of other investment companies or purchase any other investment company’s voting securities or make any other investment in other investment companies except to the extent permitted by federal law. (Generally, the 1940 Act prohibits the Fund from investing more than 5% of the value of its total assets in any one investment company or more than 10% of the value of its total assets in investment companies as a group, and also restricts its investment in any investment company to 3% of the voting securities of such investment company. There are some exceptions, however, to these limitations pursuant to various rules promulgated by the SEC.)

2. Illiquid Securities

Each Fund may not invest more than 15% of its net assets in securities that are restricted as to disposition or otherwise are illiquid or have no readily available market (except for securities that are determined by a Sub-Advisor, pursuant to procedures adopted by the Board, to be liquid).

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SHAREHOLDER SERVICES

The shareholder services available to shareholders of the Target Fund and the Acquiring Fund are identical. For information on buying, redeeming and exchanging shares of the Acquiring Fund, as well as information on dividends, distributions and taxes, please refer to the Acquiring Fund’s prospectus dated April 29, 2024, which is incorporated herein by reference.

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ADDITIONAL INFORMATION ABOUT THE ACQUIRING FUND

Investment Manager

The Fund is managed by iM Global Partner Fund Management, LLC (“iMGPFM” or the “Advisor”), 2301 Rosecrans Avenue, Suite 2150, El Segundo, California 90245. The Advisor is an affiliate of iM Global Partner US LLC (“iMGPUS”). Pursuant to a shared services agreement, advisory personnel of iMGPUS provide certain services to the Acquiring Fund. As of December 31, 2024, the Advisor and its affiliates, which provide a variety of investment management and investment advisory services, had approximately $46.13 billion in assets under management or committed to management (of which $3.34 billion related specifically to the Advisor).

The Advisor has overall responsibility for assets under management, recommends the selection of a manager as a sub-advisor of the Fund (a “manager” or “sub-advisor”) to the Board of Trustees (the “Board”) of the Litman Gregory Funds Trust (the “Trust”), evaluates the performance of the manager, monitors changes at the manager’s organizations that may impact their abilities to deliver superior future performance, determines when to rebalance the manager’s assets and the amount of cash equivalents (if any) that may be held in addition to cash in the manager’s portfolio, coordinates with the manager with respect to diversification and tax issues and oversees the operational aspects of the Acquiring Fund.

The Acquiring Fund’s Statement of Additional Information provides additional information about the compensation of each portfolio manager at the sub-advisor, other accounts managed by each portfolio manager, and each such portfolio manager’s ownership of securities of the Fund.

Temporary Defensive Positions: Under adverse market conditions or for temporary defensive purposes, a substantial part of the Fund’s total assets may be invested in cash or short-term, high-quality debt securities. To the extent that the Acquiring Fund assumes a temporary defensive position, it may not achieve its investment objective during that time. Defensive positions may be initiated by the individual portfolio managers or by the Advisor.

Multi-Manager Exemptive Order: The Trust and the Advisor have obtained an exemptive order from the SEC that permits the Advisor, subject to certain conditions, to hire, terminate and replace sub-advisors with the approval of the Board only and without shareholder approval. Within 60 days of the hiring of any new sub-advisor or the implementation of any proposed material change in a sub-advisory agreement with an existing sub-advisor, shareholders will be furnished information about the new sub-advisor or sub-advisory agreement that would be included in a proxy statement. The order also permits the Acquiring Fund to disclose sub-advisory fees only in the aggregate in its registration statement. Pursuant to the order, shareholder approval is required before the Advisor enters into any sub-advisory agreement with a sub-advisor that is affiliated with the Acquiring Fund or the Advisor.

A discussion regarding the basis of the Board’s most recent renewal of the Acquiring Fund’s investment management agreement with the Advisor is available in the Acquiring Fund’s semi-annual report for the period ended June 30, 2024.

Each sub-advisor will have an investment approach that generally focuses on a particular asset class or specific strategies. Currently, the strategies the sub-advisors focus on are as follows: (1) a credit value strategy, (2) a multi-credit strategy, and (3) an option income strategy. iM Global may hire sub-advisors that focus on other strategies in the future, and not all strategies that may be appropriate will be represented in the High Income Fund’s portfolio at all times.

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Sub-Advisors

Credit Value Strategy

Andrew P. Hofer

Neil Hohmann

Paul Kunz, CFA

Brown Brothers Harriman & Co.

140 Broadway

New York, NY 10005

Andrew Hofer, Neil Hohmann and Paul Kunz are the portfolio managers primarily responsible for the credit value strategy (the “Credit Value Strategy”), which is the segment of the Acquiring Fund’s assets managed by Brown Brothers Harriman & Co. (“BBH”) through its separately identifiable department known as the BBH Mutual Fund Advisory Department.

Hofer is Head of Taxable Fixed Income for Investment Management. Since joining BBH in 1998, Hofer has held a variety of roles within Investment Management, including the Head of Insurance Asset Management, Chief Operating Officer, and Head of Risk Management.

Hohmann is Head of Structured Products and a portfolio manager for Investment Management. In this role, he supervises security selection in asset-backed securities, commercial and agency mortgage-backed securities, and financial institution credit. He is an active member of BBH’s Market Risk Oversight Committee.

Kunz is Head of Corporate Credit and a portfolio manage and responsible for the oversight of corporate fixed income portfolios encompassing both investment grade and high yield credit, including managing the research efforts of the credit analyst team. He has been a member of the portfolio management team since joining BBH in 2013.

BBH considers investments based on a bottom-up assessment of opportunities and the risk/return potential of the yield curve. The investment strategy’s duration is flexible and BBH seeks to maintain a duration that is consistent with positive returns over longer time periods. BBH’s investment process is based on fundamental credit research. BBH identifies fixed income securities for potential purchase based on four fundamental criteria: a durable operating model, effective management, attractive/appropriate structure, and information transparency. BBH also applies a valuation discipline to determine when opportunities are purchased and sold. BBH applies the same valuation approach across all sectors (asset-backed securities (ABS), commercial mortgage-backed securities (CMBS), corporate credit, and municipal bonds). BBH seeks to buy securities trading at a discount to their long-term potential value, and that compensate investors for default risk and liquidity risk. BBH may sell securities for several reasons including to adjust the portfolio’s average maturity, move into more attractively valued securities, take gains, reflect a change in the investment thesis, or to meet redemption requests.

Multi Credit Strategy

Anne Walsh, CFA

Steven Brown, CFA

Adam Bloch

Evan Serdensky

Guggenheim Partners Investment Management, LLC

100 Wilshire Boulevard, 5th Floor

Santa Monica, CA 90401

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Anne Walsh, Steven Brown, Adam Bloch and Evan Serdensky are the co-portfolio managers responsible for the multi credit strategy (the “Multi Credit Strategy”), which is the segment of the Acquiring Fund’s assets managed by Guggenheim Partners Investment Management, LLC (“Guggenheim”).

Walsh is the Chief Investment Officer at Guggenheim Investments, the global asset management business of Guggenheim Partners, where she is responsible for meeting the investment needs of the firm’s fixed-income clients, including insurance companies, corporate and public pension funds, sovereign wealth funds, endowments and foundations, consultants, wealth managers, and high-net-worth investors. In her role she oversees all elements of portfolio design, strategy, sector allocation, and risk management of portfolios, as well as conveying Guggenheim’s macroeconomic outlook to portfolio managers and sector specialists. Walsh is also a Managing Partner of Guggenheim Partners Investment Management.

Brown is Chief Investment Officer, Fixed Income, Senior Managing Director at Guggenheim Investments, and a Portfolio Manager for Guggenheim’s Active Fixed Income and Total Return mandates. Brown works with the Chief Investment Officer and other members of the Portfolio Management team, as well as the Macroeconomic and Investment Research Group, Sector teams, and the Portfolio Construction Group, to develop and execute portfolio strategy to meet individual clients’ objectives.

Bloch joined Guggenheim in 2012 and is a portfolio manager for Guggenheim’s Active Fixed Income and Total Return mandates. Bloch works with the Chief Investment Officers and other portfolio managers to develop portfolio strategy in line with the firm’s views. He oversees strategy implementation, working with research analysts and traders to generate trade ideas, hedge portfolios, and manage day-to-day risk.

Serdensky joined Guggenheim in 2018 and is a Portfolio Manager for Guggenheim’s Active Fixed Income and Total Return mandates.

The managers of the Multi-Credit Strategy seek to maximize total return through a combination of current income and capital appreciation. The team seeks to achieve its investment objective by investing in a wide range of fixed-income assets selected from diversified credit sectors including, but not limited to, corporate bonds, securitized products, U.S. government and agency bonds, municipal bonds, and other credit sectors. The investments can be across the capital structure including, but not limited to, senior secured, unsecured, and second lien debt, other mezzanine investments including preferred stock, and equity. The strategy seeks opportunities across fixed-income market sectors, especially in securities not typically included in standard indices, such as within securitized products. In addition, the team may invest in derivatives or other asset classes to meet its investment objective. The strategy is flexible and is not limited by duration, sector, issuer, or credit quality. As such, the strategy does not target any specific benchmark exposure to sectors, security weightings, and credit quality.

Guggenheim believes that focusing on protecting capital, while earning attractive yields and sustainable income, is the best way to achieve to superior long-term investment results. Guggenheim focuses on bottom-up, fundamental research to identify securities it considers to be undervalued. The team’s macroeconomic expectations serve as a “roadmap” to inform and guide portfolio construction considerations such as duration and credit quality, as well as sector weightings.

Credit selection is conducted by a deep team of sector and security analysts. The focus is on understanding the underlying business, issuer financial strength, risks pertaining to cash flows, the capital structure (seniority of payments), debt covenants, and other considerations. This analysis involves comprehensive industry analysis that incorporates inputs from industry experts, competitors, suppliers, servicers, and customers. It also integrates a thorough analysis of creditworthiness under a variety of downside stress-test scenarios and leverages a dedicated legal team to assist in examining and assessing key contractual issues that may affect a company’s securities.

Risk management plays a prominent role in Guggenheim’s investment process. At a high-level, the team studies a wide range of economic and market scenarios, and assesses the possible impact these scenarios could

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have on the portfolio. These scenarios can include those driven by macroeconomic risks, changes in regulation and interest rates, broad sector trends, or an assessment of liquidity at the sector, security, and industry levels.

Securities may be sold for several reasons including for relative value to adjust the portfolio’s average maturity, shift assets into or out of higher quality securities, take gains, or for liquidity management.

Option Income Strategy

Derek Devens, CFA

Rory Ewing

Eric Zhou

Neuberger Berman Investment Advisers LLC

1290 Avenue of the Americas

New York, NY 10104

Derek Devens, CFA, joined Neuberger Berman Investment Advisers LLC (“Neuberger Berman“) in 2016. Derek is a Managing Director and Senior Portfolio Manager of the Option Group.

Rory Ewing, Managing Director, joined the firm in 2016. Rory is a Portfolio Manager for the Option Group at the firm. In his current capacity, Rory’s primary responsibility is to assist in the implementation of the firm’s investment strategy in client accounts and to ensure proper adherence to account guidelines and client-specific restrictions.

Eric Zhou, Senior Vice President, joined the firm in 2016. Eric is a Portfolio Manager for the Option Group at the firm, where he is focused on the implementation of investment strategy, quantitative research, and derivative strategy modeling related to the firm’s option and volatility-based strategies.

In executing the Option Income Strategy, the Neuberger Berman team writes put options on U.S. equity indexes, a strategy conceptually similar to that utilized by the Chicago Board Options Exchange (CBOE) S&P 500 PutWrite Index (the “Put Index”). However, the team manages the strategy actively instead of passively following the Put Index strategy and more actively manages the risk relative to the Put Index. While the Put Index writes one at-the-money (ATM)(as defined below) put option on the S&P 500 Index each month, the Neuberger Berman team seeks to diversify the underlying options held by the strategy by strike price and expiration date by writing a series of short-dated put options on diversified U.S. equity indexes and spread across expiration dates, such that option exposures will be relatively consistent across options tenors (i.e., the time left until an option contract expires). This diversification seeks to reduce the likelihood of multiple negative short-term outcomes in a row that could result from selling only one put per month.

The High Income Fund’s options will primarily be out-of-the-money (OTM) meaning that the strike price is below the current market value of the underlying security, as compared to the Put Index, which sells ATM options, meaning that the strike price is at the current market value of the underlying security. The High Income Fund attempts to generate returns through the receipt of option premiums from selling puts, as well as through investments in short duration fixed income instruments, such as U.S. Treasuries, which serve as collateral for the High Income Fund’s investments in options.

The Neuberger Berman team seeks to actively reduce downside exposures to mitigate equity risk by buying back a portion of the put options that have potential losses and selling new put options at higher premiums. A put writing strategy by definition involves a level of risk; however, the strategy relies on the the receipt of option premiums to offset the risk of a decline in U.S. broad-based equity indices. As such, investors in the strategy accept limited upside returns relative to U.S. broad-based equity indices in exchange for the potential for option premiums to mitigate equity risk.

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In a put writing strategy, a fund (as the seller of the option) receives premiums from the purchaser of the option in exchange for providing the purchaser with the right to sell the underlying instrument to the fund at a specific price (i.e., the strike price). If the market price of the instrument underlying the option exceeds the strike price, it is anticipated that the option would go unexercised and the fund would earn the full premium upon the option’s expiration or a portion of the premium upon the option’s early termination. If the market price of the instrument underlying the option drops below the strike price, it is anticipated that the option would be exercised and the fund would pay the option buyer the difference between the market value of the underlying instrument and the strike price. The amount of premium varies according to a number of factors, including the market perception of risk, the length of the option, and whether the option is ATM when written (which is riskier for the seller and commands a higher premium) or OTM and by how much. The further OTM the option is, the less likely the index is to decline below the strike price, and thus the less likely the option seller is to be required to make a payment to the option buyer, such that the premium collected by the seller is lower.

The Acquiring Fund’s SAI provides additional information about each sub-advisor’s method of compensation for its portfolio managers, other accounts managed by the portfolio managers, and the portfolio managers’ ownership of securities in the International Fund.

A discussion regarding the basis of the Board’s most recent renewal of the sub-advisory agreement with the sub-advisors is available in the Acquiring Fund’s semi-annual report for the period ended June 30, 2024.

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FINANCIAL HIGHLIGHTS

The Financial Highlights tables are intended to help you understand a fund’s performance for the past five years or since its inception if less than five years. Certain information reflects financial results for a single fund share. The total returns in the tables represent the rate an investor would have earned (or lost) on an investment in the fund for the period shown, assuming reinvestment of all dividends and distributions. Information has been derived from financial statements audited by Cohen & Company, Ltd., an Independent Registered Public Accounting firm, whose report, along with the Funds’ financial statements, is included in the December 31, 2024 Annual Report, which is available to you upon request.

iMGP Alternative Strategies Fund—Institutional Class

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout each year

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iMGP Alternative Strategies Fund – Investor Class

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout each year

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iMGP High Income Fund – Institutional Class

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout each year

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OWNERSHIP OF SHARES OF THE FUNDS

To the knowledge of the Target Fund, as of February 1, 2025, no Trustee or officer of the Target Fund owned 1% or more of the outstanding shares of the Target Fund. To the knowledge of the Acquiring Fund, as of February 1, 2025, no Trustee or officer of the Acquiring Fund owned 1% or more of the outstanding shares of the Acquiring Fund, except as follows: John Coughlan, Treasurer of the Trust, owned 1.14% of the Fund.

To the knowledge of the Target Fund, as of February 1, 2025, the following persons owned of record or beneficially 5%-24.99% of the outstanding shares of the Institutional Class shares of the Target Fund:

To the knowledge of the Acquiring Fund, as of February 1, 2025, the following persons owned of record or beneficially 5%-24.99% of the outstanding shares of the Institutional Class shares of the Acquiring Fund:

Any shareholder who holds beneficially 25% or more of a Fund may be deemed to control the Fund until such time as such shareholder holds beneficially less than 25% of the outstanding common shares of the Fund. Any shareholder controlling a Fund may be able to determine the outcome of issues that are submitted to shareholders for vote and may be able to take action regarding the Fund without the consent or approval of other shareholders.

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To the knowledge of the Target Fund, as of February 1, 2025, the following persons held beneficially 25% or more of the outstanding shares of the Target Fund: