SEC Form N-CSR filed by Voya Global Advantage and Premium Opportunity Fund

 

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: 811-21786

 

Voya Global Advantage and Premium Opportunity Fund

(Exact name of registrant as specified in charter)

 

7337 East Doubletree Ranch Road, Suite 100, Scottsdale, AZ		85258
(Address of principal executive offices)		(Zip code)

 

The Corporation Trust Company, 1209 Orange Street, Wilmington, DE 19801

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 1-800-992-0180

 

Date of fiscal year end: February 28

 

Date of reporting period: February 28, 2023

 

 

 

Item 1. Reports to Stockholders.

 

(a)            The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1):

 

 

The Fund’s Integrated Option Strategy: The option strategy of the Fund is designed to seek gains and lower volatility of total returns over a market cycle by generally writing (selling) index call options on selected indices and/or exchange-traded funds (“ETFs”) in an amount equal to approximately 35% to 100% of the value of the Fund’s holdings in common stocks.

The extent of call option writing activity depends upon market conditions and the Sub-Adviser’s ongoing assessment of the attractiveness of writing call options on selected indices and/or ETFs. Call options will be written (sold) usually at-the money, out-of-the-money or near-the-money and can be written both in exchange-listed option markets and over-the-counter markets with major international banks, broker-dealers and financial institutions.

The Fund writes call options that are generally short-term (between 10 days and three months until expiration). The Fund typically maintains its call positions until expiration, but it retains the option to buy back the call options and sell new call options.

Additionally, in order to reduce volatility of net asset value (“NAV”) returns, the Fund generally employs a policy to hedge major foreign currencies using foreign currency forwards or zero-cost collars.

In addition to the intended strategy of selling index call options, the Fund may invest in other derivative instruments such as futures for investment, hedging and risk-management purposes to gain or reduce exposure to securities, security markets and market indices

Based on a $10,000 initial investment, the graph and table above illustrate the total return of Voya Global Advantage and Premium Opportunity Fund against the reference index indicated. The reference index is unmanaged, has no cash in its portfolio and imposes no sales charges. An investor cannot invest directly in a reference index.

The performance shown includes, if applicable, the effect of fee waivers and/or expense reimbursements by the Investment Adviser and/or other service providers, which have the effect of increasing total net return. Had all fees and expenses been considered, the total net returns would have been lower.

Performance data represents past performance and is no assurance of future results. Investment return and principal value

of an investment in the Fund will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Fund’s current performance may be lower or higher than the performance data shown. Please log on to www.voyainvestments.com or call (800) 992-0180 to get performance through the most recent month end.

Fund holdings are subject to change daily.

The Fund’s performance prior to May 6, 2019 reflects returns achieved by a different sub-adviser and pursuant to a different investment objective and principal investment strategies. If the Fund’s current sub-adviser, objective and strategies had been in place for the prior period, the performance information shown would have been different.

(1)	Total investment return at net asset value has been calculated assuming a purchase at net asset value at the beginning of each period and a sale at net asset value at the end of each period and assumes reinvestment of dividends, capital gain distributions and return of capital distributions/allocations, if any, in accordance with the provisions of the dividend reinvestment plan. Total investment return at net asset value is not annualized for periods less than one year.
(2)	Total investment return at market value measures the change in the market value of your investment assuming reinvestment of dividends, capital gain distributions and return of capital distributions/allocations, if any, in accordance with the provisions of the Fund’s dividend reinvestment plan. Total investment return at market value is not annualized for periods less than one year.
(3)	Annualized for periods less than one year.

(4)	The Investment Adviser has entered into a written expense limitation agreement with the Fund under which it will limit the expenses of the Fund (excluding interest, taxes, investment-related costs, leverage expenses, extraordinary expenses and acquired fund fees and expenses) subject to possible recoupment by the Investment Adviser within three years of being incurred.
(5)	Excluding amounts related to a foreign currency settlement recorded in the fiscal year ended February 29, 2016, total investment return at net asset value would have been (8.65)%.
•	Calculated using average number of shares outstanding throughout the year or period.
*	Amount is less than $0.005 or 0.005% or more than $(0.005) or (0.005)%.

NOTE 1 — ORGANIZATION

 

Voya Global Advantage and Premium Opportunity Fund (the “Fund”) is a diversified, closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund is organized as a Delaware statutory trust.

 

Voya Investments, LLC (“Voya Investments” or the “Investment Adviser”), an Arizona limited liability company, serves as the Investment Adviser to the Fund. The Investment Adviser has engaged Voya Investment Management Co. LLC (“Voya IM” or the “Sub-Adviser”), a Delaware limited liability company, to serve as the Sub-Adviser to the Fund.

 

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

 

The following significant accounting policies are consistently followed by the Fund in the preparation of its financial statements. The Fund is considered an investment company under U.S. generally accepted accounting principles (“GAAP”) and follows the accounting and reporting guidance applicable to investment companies.

 

A. Security Valuation. The Fund is open for business every day the New York Stock Exchange (“NYSE”) opens for regular trading (each such day, a “Business Day”). The net asset value (“NAV”) per share for each class of the Fund is determined each Business Day as of the close of the regular trading session (“Market Close”), as determined by the Consolidated Tape Association (“CTA”), the central distributor of transaction prices for exchange-traded securities (normally 4:00 p.m. Eastern time unless otherwise designated by the CTA). The NAV per share of each class of the Fund is calculated by taking the value of the Fund’s assets attributable to that class, subtracting the Fund’s liabilities attributable to that class, and dividing by the number of shares of that class that are outstanding. On days when the Fund is closed for business, Fund shares will not be priced and the Fund does not transact purchase and redemption orders. To the extent the Fund’s assets are traded in other markets on days when the Fund does not price its shares, the value of the Fund’s assets will likely change and you will not be able to purchase or redeem shares of the Fund.

 

Portfolio securities for which market quotations are readily available are valued at market value. Investments in open-end registered investment companies that do not trade on an exchange are valued at the end of day NAV per share. The prospectuses of the open-end registered investment companies in which the Fund may invest explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing. Foreign securities’ prices are converted into U.S. dollar amounts using the applicable exchange rates as of Market Close.

When a market quotation for a portfolio security is not readily available or is deemed unreliable (for example when trading has been halted or there are unexpected market closures or other material events that would suggest that the market quotation is unreliable) and for purposes of determining the value of other Fund assets, the asset is priced at its fair value. The Board has designated the Investment Adviser, as the valuation designee, to make fair value determinations in good faith. In determining the fair value of the Fund’s assets, the Investment Adviser, pursuant to its fair valuation policy, may consider inputs from pricing service providers, broker-dealers, or the Fund’s sub-adviser(s). Issuer specific events, transaction price, position size, nature and duration of restrictions on disposition of the security, market trends, bid/ask quotes of brokers and other market data may be reviewed in the course of making a good faith determination of an asset’s fair value. Because trading hours for certain foreign securities end before Market Close, closing market quotations may become unreliable. The prices of foreign securities will generally be adjusted based on inputs from an independent pricing service that are intended to reflect valuation changes through the NYSE close. Because of the inherent uncertainties of fair valuation, the values used to determine the Fund’s NAV may materially differ from the value received upon actual sale of those investments. Thus, fair valuation may have an unintended dilutive or accretive effect on the value of shareholders’ investments in the Fund.

 

The Fund’s financial instruments are valued at the close of the NYSE and are reported at fair value, which GAAP defines as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

Various valuation techniques and inputs are used to determine the fair value of financial instruments. GAAP establishes the following fair value hierarchy that categorizes the inputs used to measure fair value:

 

Level 1 — quoted prices (unadjusted) in active markets for identical financial instruments that the fund can access at the reporting date.

 

Level 2 — inputs other than Level 1 quoted prices that are observable, either directly or indirectly (including, but not limited to, quoted prices for similar financial instruments in active markets, quoted prices for identical or similar financial instruments in inactive markets, interest rates and yield curves, implied volatilities, and credit spreads).

 

Level 3 — unobservable inputs (including the fund’s own assumptions in determining fair value).

 

Observable inputs are developed using market data, such as publicly available information about actual events

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

 

or transactions, and reflect the assumptions that market participants would use to price the financial instrument. Unobservable inputs are those for which market data are not available and are developed using the best information available about the assumptions that market participants would use to price the financial instrument. GAAP requires valuation techniques to maximize the use of relevant observable inputs and minimize the use of unobservable inputs. When multiple inputs are used to derive fair value, the financial instrument is assigned to the level within the fair value hierarchy based on the lowest-level input that is significant to the fair value of the financial instrument. Input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level but rather the degree of judgment used in determining those values.

 

A table summarizing the Fund’s investments under these levels of classification is included within the Portfolio of Investments.

 

Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than quoted prices for an asset or liability that are observable are classified as “Level 2” and significant unobservable inputs, including the Sub-Adviser’s or Pricing Committee’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Fund’s investments under these levels of classification is included within the Portfolio of Investments.

 

GAAP requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in or out of the Level 3 category during the period. The beginning of period timing recognition is used for the transfers between levels of the Fund’s assets and liabilities. A reconciliation of Level 3 investments is presented only when the Fund has a significant amount of Level 3 investments.

 

B. Securities Transactions and Revenue Recognition.

Securities transactions are recorded on the trade date. Realized gains or losses on sales of investments are calculated on the identified cost basis. Interest income is

recorded on the accrual basis. Premium amortization and discount accretion are determined using the effective yield method. Dividend income is recorded on the ex-dividend date, or in the case of some foreign dividends, when the information becomes available to the Fund.

 

C. Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

 

	(1)	Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at Market Close.
	(2)	Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

 

Although the net assets and the market values are presented at the foreign exchange rates at Market Close, the Fund does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities, which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities’ current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

 

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities. The foregoing risks are even greater with respect to securities of issuers in emerging markets.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

 

D. Distributions to Shareholders. The Fund intends to make quarterly distributions from its cash available for distribution, which consists of the Fund’s dividends and interest income after payment of Fund expenses, net option premiums and net realized and unrealized gains on investments. Such quarterly distributions may also consist of return of capital. Under the Managed Distribution Policy, the Fund may make periodic distributions of long-term capital gains more frequently than once per taxable year. Distributions are recorded on the ex-dividend date. Distributions are determined annually in accordance with federal tax regulations, which may differ from GAAP for investment companies.

 

The tax treatment and characterization of the Fund’s distributions may vary significantly from time to time depending on whether the Fund has gains or losses on the call options written in its portfolio versus gains or losses on the equity securities in the portfolio. Each quarter, the Fund will provide disclosures with distribution payments made that estimate the percentages of that distribution that represent net investment income, other income or capital gains, and return of capital, if any. The final composition of the tax characteristics of the distributions cannot be determined with certainty until after the end of the Fund’s tax year, and will be reported to shareholders at that time. A significant portion of the Fund’s distributions may constitute a return of capital. The amount of quarterly distributions will vary, depending on a number of factors. As portfolio and market conditions change, the rate of dividends on the common shares will change. There can be no assurance that the Fund will be able to declare a dividend in each period.

 

E. Federal Income Taxes. It is the policy of the Fund to comply with the requirements of subchapter M of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized capital gains to its shareholders. Therefore, a federal income tax or excise tax provision is not required. Management has considered the sustainability of the Fund’s tax positions taken on federal income tax returns for all open tax years in making this determination. The Fund may utilize equalization accounting for tax purposes, whereby a portion of redemption payments are treated as distributions of income or gain.

 

F. 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.

 

G. Risk Exposures and the Use of Derivative Instruments. The Fund’s investment objectives permit the Fund to enter into various types of derivatives contracts, including, but not limited to, forward foreign currency exchange contracts, futures and purchased and written options. In doing so, the Fund will employ strategies in differing combinations to permit it to increase or decrease the level of risk, or change the level or types of exposure to risk factors. This may allow the Fund to pursue its objectives more quickly and efficiently, than if it were to make direct purchases or sales of securities capable of affecting a similar response to market or credit factors.

 

In pursuit of its investment objectives, the Fund may seek to increase or decrease its exposure to the following market or credit risk factors:

 

Credit Risk. The price of a bond or other debt instrument is likely to fall if the issuer’s actual or perceived financial health deteriorates, whether because of broad economic or issuer-specific reasons. In certain cases, the issuer could be late in paying interest or principal, or could fail to pay its financial obligations altogether.

 

Equity Risk. Stock prices may be volatile or have reduced liquidity in response to real or perceived impacts of factors including, but not limited to, economic conditions, changes in market interest rates, and political events. Stock markets tend to be cyclical, with periods when stock prices generally rise and periods when stock prices generally decline. Any given stock market segment may remain out of favor with investors for a short or long period of time, and stocks as an asset class may underperform bonds or other asset classes during some periods. Additionally, legislative, regulatory or tax policies or developments in these areas may adversely impact the investment techniques available to a manager, add to costs and impair the ability of the Fund to achieve its investment objectives.

 

Foreign Exchange Rate Risk. To the extent that the Fund invests directly in foreign (non-U.S.) currencies or in securities denominated in, or that trade in, foreign (non-U.S.) currencies, it is subject to the risk that those foreign (non-U.S.) currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged by the Fund through foreign currency exchange transactions.

 

Currency rates may fluctuate significantly over short periods of time. Currency rates may be affected by changes in market interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

banks or supranational entities such as the International Monetary Fund, by the imposition of currency controls, or other political or economic developments in the United States or abroad.

 

Interest Rate Risk. Changes in short-term market interest rates will directly affect the yield on Common Shares. If short-term market interest rates fall, the yield on Common Shares will also fall. To the extent that the interest rate spreads on loans in the Fund’s portfolio experience a general decline, the yield on the Common Shares will fall and the value of the Fund’s assets may decrease, which will cause the Fund’s NAV to decrease. Conversely, when short-term market interest rates rise, because of the lag between changes in such short-term rates and the resetting of the floating rates on assets in the Fund’s portfolio, the impact of rising rates will be delayed to the extent of such lag. With respect to investments in fixed rate instruments, a rise in market interest rates generally causes values of such instruments to fall. The values of fixed rate instruments with longer maturities or duration are more sensitive to changes in market interest rates.

 

As of the date of this report, the United States experiences a rising market interest rate environment, which may increase the Fund’s exposure to risks associated with rising market interest rates. Rising market interest rates have unpredictable effects on the markets and may expose fixed-income and related markets to heightened volatility which could reduce liquidity for certain investments, adversely affect values, and increase costs. If dealer capacity in fixed-income and related markets is insufficient for market conditions, it may further inhibit liquidity and increase volatility in the fixed-income and related markets. Further, recent and potential changes in government policy may affect interest rates.

 

Risks of Investing in Derivatives. The Fund’s use of derivatives can result in losses due to unanticipated changes in the market or credit risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market or credit risk factors for securities held by the Fund, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions.

 

Derivative instruments are subject to a number of risks, including the risk of changes in the market price of the underlying securities, credit risk with respect to the counterparty, risk of loss due to changes in market interest rates and liquidity and volatility risk. The amounts required to purchase certain derivatives may be small relative to the magnitude of exposure assumed by the Fund. Therefore, the purchase of certain derivatives

may have an economic leveraging effect on the Fund and exaggerate any increase or decrease in the NAV. Derivatives may not perform as expected, so the Fund may not realize the intended benefits. When used for hedging purposes, the change in value of a derivative may not correlate as expected with the currency, security or other risk being hedged. When used as an alternative or substitute for direct cash investments, the return provided by the derivative may not provide the same return as direct cash investment. In addition, given their complexity, derivatives expose the Fund to the risk of improper valuation.

 

Generally, derivatives are sophisticated financial instruments whose performance is derived, at least in part, from the performance of an underlying asset or assets. Derivatives include, among other things, swap agreements, options, forwards and futures. Investments in derivatives are generally negotiated over-the-counter “(OTC)”, with a single counterparty and as a result are subject to credit risks related to the counterparty’s ability or willingness to perform its obligations; any deterioration in the counterparty’s creditworthiness could adversely affect the value of the derivative. In addition, derivatives and their underlying securities may experience periods of illiquidity which could cause the Fund to hold a security it might otherwise sell, or to sell a security it otherwise might hold at inopportune times or at an unanticipated price. A manager might imperfectly judge the direction of the market. For instance, if a derivative is used as a hedge to offset investment risk in another security, the hedge might not correlate to the market’s movements and may have unexpected or undesired results such as a loss or a reduction in gains.

 

Counterparty Credit Risk and Credit Related Contingent Features. Certain derivative positions are subject to counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. The Fund’s derivative counterparties are financial institutions who are subject to market conditions that may weaken their financial position. The Fund intends to enter into financial transactions with counterparties that it believes to be creditworthy at the time of the transaction. To reduce this risk, the Fund generally enters into master netting arrangements, established within the Fund’s International Swap and Derivatives Association, Inc. (“ISDA”) Master Agreements (“Master Agreements”). These agreements are with select counterparties and they govern transactions, including certain OTC derivative and forward foreign currency contracts, entered into by the Fund and the counterparty. The Master Agreements maintain provisions for general obligations, representations, agreements, collateral, and events of default or termination. The occurrence of a

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

specified event of termination may give a counterparty the right to terminate all of its contracts and affect settlement of all outstanding transactions under the applicable Master Agreement.

 

The Fund may also enter into collateral agreements with certain counterparties to further mitigate counterparty credit risk associated with OTC derivative and forward foreign currency contracts. Subject to established minimum levels, collateral is generally determined based on the net aggregate unrealized gain or loss on contracts with a certain counterparty. Collateral pledged to the Fund is held in a segregated account by a third-party agent and can be in the form of cash or debt securities issued by the U.S. government or related agencies.

 

As of February 28, 2023, the maximum amount of loss the Fund would incur if the counterparties to its derivative transactions failed to perform would be $374,120 which represents the gross payments to be received by the Fund on open forward foreign currency contracts were they to be unwound as of February 28, 2023. As of February 28, 2023, the Fund did not receive any cash collateral for its open OTC derivative transactions.

 

The Fund’s master agreements with derivative counterparties have credit related contingent features that if triggered would allow its derivatives counterparties to close out and demand payment or additional collateral to cover their exposure from the Fund. Credit related contingent features are established between the Fund and its derivatives counterparties to reduce the risk that the Fund will not fulfill its payment obligations to its counterparties. These triggering features include, but are not limited to, a percentage decrease in the Fund’s net assets and/or a percentage decrease in the Fund’s NAV, which could cause the Fund to accelerate payment of any net liability owed to the counterparty. The contingent features are established within the Fund’s Master Agreements.

 

Written options by the Fund do not give rise to counterparty credit risk, as written options obligate the Fund to perform and not the counterparty. As of February 28, 2023, the Fund had a liability position of $550,750 on open forward foreign currency contracts and written options with credit related contingent features. If a contingent feature would have been triggered as of February 28, 2023, the Fund could have been required to pay this amount in cash to its counterparties. As of February 28, 2023, the Fund had pledged $1,161,000 in cash collateral for its open OTC derivatives transactions. There were no credit events during the year ended February 28, 2023 that triggered any credit related contingent features.

H. Forward Foreign Currency Contracts and Futures Contracts. The Fund may enter into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. When entering into a forward foreign currency contract, the Fund agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. These contracts are valued daily and the Fund’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, is included in the statement of assets and liabilities. Realized and unrealized gains and losses on forward foreign currency contracts are included on the Statement of Operations. These instruments involve market and/ or credit risk in excess of the amount recognized in the statement of assets and liabilities. Risks arise from the possible inability of counterparties to meet the terms of their contracts and from movement in currency and securities values and interest rates.

 

During the year ended February 28, 2023, the Fund used forward foreign currency contracts to hedge its investments in non-U.S. dollar denominated equity securities in an attempt to decrease the volatility of the Fund’s NAV.

 

During the year ended February 28, 2023, the Fund had average contract amounts on forward foreign currency contracts to buy and sell of $1,795,170 and $46,555,482, respectively. Please refer to the table within the Portfolio of Investments for open forward foreign currency contracts at February 28, 2023.

 

The Fund may enter into futures contracts involving foreign currency, interest rates, securities and securities indices. A futures contract is a commitment to buy or sell a specific amount of a financial instrument at a negotiated price on a stipulated future date. The Fund may buy and sell futures contracts. Futures contracts traded on a commodities or futures exchange will be valued at the final settlement price or official closing price on the principal exchange as reported by such principal exchange at its trading session ending at, or most recently prior to, the time when the Fund’s assets are valued.

 

Upon entering into a futures contract, the Fund is required to deposit either cash or securities (initial margin) in an amount equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses and, if any, shown as variation margin receivable or

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

payable on futures contracts on the Statement of Assets and Liabilities. Open futures contracts are reported on a table following the Fund’s Portfolio of Investments. Securities held in collateralized accounts to cover initial margin requirements on open futures contracts are footnoted in the Portfolio of Investments. Cash collateral held by the broker to cover initial margin requirements on open futures contracts are noted in the Fund’s Statement of Assets and Liabilities. The net change in unrealized appreciation and depreciation is reported in the Fund’s Statement of Operations. Realized gains (losses) are reported in the Fund’s Statement of Operations at the closing or expiration of futures contracts.

 

Futures contracts are exposed to the market risk factor of the underlying financial instrument. The Fund purchases and sells futures contracts on various equity indices to enable the Fund to make market directional tactical decisions to enhance returns, to protect against a decline in its assets or as a substitute for the purchase or sale of equity securities. Additional associated risks of entering into futures contracts include the possibility that there may be an illiquid market where the Fund is unable to liquidate the contract or enter into an offsetting position and, if used for hedging purposes, the risk that the price of the contract will correlate imperfectly with the prices of the Fund’s securities. With futures, there is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

 

The Fund did not enter into any futures contracts during the year ended February 28, 2023.

 

I. Options Contracts. The Fund may purchase put and call options and may write (sell) put options and covered call options. The premium received by the Fund upon the writing of a put or call option is included in the Statement of Assets and Liabilities as a liability which is subsequently marked-to-market until it is exercised or closed, or it expires. The Fund will realize a gain or loss upon the expiration or closing of the option contract. When an option is exercised, the proceeds on sales of the underlying security for a written call option or purchased put option or the purchase cost of the security for a written put option or a purchased call option is adjusted by the amount of premium received or paid. The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. Risks may also arise from an illiquid secondary

market or from the inability of counterparties to meet the terms of the contract.

 

The Fund generates premiums and seeks gains by writing call options on indices on a portion of the value of the equity portfolio. During the year ended February 28, 2023, the Fund had an average notional amount of $83,495,769 on written equity options. Please refer to the table within the Portfolio of Investments for open written options contracts at February 28, 2023.

 

J. Indemnifications. In the normal course of business, the Fund may enter into contracts that provide certain indemnifications. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, management considers the risk of loss from such claims remote.

 

NOTE 3 — INVESTMENT TRANSACTIONS

 

The cost of purchases and the proceeds from sales of investments for the year ended February 28, 2023, excluding short-term securities, were $131,223,194 and $139,660,283, respectively.

 

NOTE 4 — INVESTMENT MANAGEMENT FEES

 

The Fund has entered into an investment management agreement (“Management Agreement”) with the Investment Adviser. The Investment Adviser has overall responsibility for the management of the Fund. The Investment Adviser oversees all investment management and portfolio management services for the Fund and assists in managing and supervising all aspects of the general day-to-day business activities and operations of the Fund, including custodial, transfer agency, dividend disbursing, accounting, auditing, compliance and related services. This Management Agreement compensates the Investment Adviser with a management fee, payable monthly, based on an annual rate of 0.85% of the Fund’s average daily managed assets. For purposes of the Management Agreement, managed assets are defined as the Fund’s average daily gross asset value, minus the sum of the Fund’s accrued and unpaid dividends on any outstanding preferred shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Fund and the liquidation preference of any outstanding preferred shares). As of February 28, 2023 there were no preferred shares outstanding.

 

In connection with the tender offer discussed in Note 7, the Investment Adviser has agreed to waive 0.01% of the management fee through March 1, 2023. Any fees waived or reimbursed in relation to this waiver are not eligible for recoupment. Termination or modification of this obligation requires approval by the Board.

NOTE 4 — INVESTMENT MANAGEMENT FEES (continued)

 

The Investment Adviser has entered into a sub-advisory agreement with Voya IM. Voya IM provides investment advice for the Fund and is paid by the Investment Adviser based on the average daily managed assets of the Fund. Subject to policies as the Board or the Investment Adviser may determine, Voya IM manages the Fund’s assets in accordance with the Fund’s investment objectives, policies and limitations.

 

NOTE 5 — EXPENSE LIMITATION AGREEMENT

 

The Investment Adviser has entered into a written expense limitation agreement (“Expense Limitation Agreement”) with the Fund under which it will limit the expenses of the Fund, excluding interest, taxes, investment-related costs, leverage expenses, extraordinary expenses, and acquired fund fees and expenses to 1.00% of average daily managed assets.

 

With the exception of the non-recoupable management fee waiver, the Investment Adviser may at a later date recoup from the Fund for fees waived and/or other expenses reimbursed by the Investment Adviser during the previous 36 months, but only if, after such recoupment, the Fund’s expense ratio does not exceed the percentage described above. Waived and reimbursed fees net of any recoupment by the Investment Adviser of such waived and reimbursed fees are reflected on the accompanying Statement of Operations. Amounts payable by the Investment Adviser are reflected on the accompanying Statement of Assets and Liabilities.

 

As of February 28, 2023, the amounts of waived and/or reimbursed fees that are subject to possible recoupment

by the Investment Adviser and the related expiration dates, are as follows:

 

February 28 or 29,
2024		2025		2026		Total
$—		$—		$28,758		$28,758

 

The Expense Limitation Agreement is contractual through March 1, 2024 and shall renew automatically for one-year terms. Termination or modification of this obligation requires approval by the Board.

 

NOTE 6 — OTHER TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

 

The Fund has adopted a deferred compensation plan (the “DC Plan”), which allows eligible independent trustees, as described in the DC Plan, to defer the receipt of all or a portion of the trustees’ fees that they are entitled to receive from the Fund. For purposes of determining the amount owed to the trustee under the DC Plan, the amounts deferred are invested in shares of the “notional” funds selected by the trustee (the “Notional Funds”). When the Fund purchases shares of the Notional Funds, which are all advised by Voya Investments, in amounts equal to the trustees’ deferred fees, this results in a Fund asset equal to the deferred compensation liability. Such assets, if applicable, are included as a component of “Other assets” on the accompanying Statement of Assets and Liabilities. Deferral of trustees’ fees under the DC Plan will not affect net assets of the Fund, and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the DC Plan.

Share Repurchase Program

 

Effective April 1, 2023, pursuant to an open-market share repurchase program, the Fund may purchase, over the period ending March 31, 2024, up to 10% of its stock in open-market transactions. Previously, pursuant to an open-market share repurchase program effective April 1, 2022, the Fund could have purchased, over the period

ended March 31, 2023, up to 10% of its stock in open-market transactions. The amount and timing of the repurchases will be at the discretion of the Fund’s management, subject to market conditions and investment considerations. There is no assurance that the Fund will purchase shares at any particular discount level or in any particular amounts. Any repurchases made under this program would be made on a

NOTE 7 — CAPITAL SHARES (continued)

national securities exchange at the prevailing market price, subject to exchange requirements and volume, timing and other limitations under federal securities laws. The share repurchase program seeks to enhance shareholder value by purchasing shares trading at a discount from their NAV per share. The open-market share repurchase program does not obligate the Fund to repurchase any dollar amount or number of shares of its stock.

 

For the year ended February 28, 2023, the Fund repurchased 511,915 shares, representing approximately 3.23% of the Fund’s outstanding shares for a net purchase price of $4,638,655 (including commissions of $12,798). Shares were repurchased at a weighted-average discount from NAV per share of 11.81% and a weighted-average price per share of $9.04.

 

For the year ended February 28, 2022, the Fund had no repurchases pursuant to the share repurchase program.

 

Tender Offer

 

On February 22, 2021, the Fund announced it would purchase for cash up to 10% of its outstanding common shares. The tender offer was at a price equal to 98% of the Fund’s NAV per share as determined as of the close of the regular trading session of the NYSE on May 25,

2021, the business day after the tender offer expired. On May 25, 2021, 1,819,925 shares were accepted for repurchase by the Fund in accordance with the terms of the tender offer. The shares were repurchased at a price of $10.33, 98% of the Fund’s NAV. The tender offer was oversubscribed and all tenders of shares were subject to the proration factor (at a ratio of approximately 0.3681) in accordance with the terms of the tender offer.

 

NOTE 8 — FEDERAL INCOME TAXES

 

The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of foreign currency transactions, futures contracts, income from passive foreign investment companies (PFICs), and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital.

NOTE 9 — LONDON INTERBANK OFFERED RATE (“LIBOR”)

 

In 2017, the UK Financial Conduct Authority announced its intention to cease compelling banks to provide the quotations needed to sustain LIBOR after 2021. On March 5, 2021, ICE Benchmark Administration, the administrator of LIBOR, stated that non-U.S. dollar LIBOR reference rates and the one-week and two-month LIBOR reference rates ceased to be provided or no longer be representative immediately after December 31, 2021 and the remaining more commonly used LIBOR settings ceased to be provided or no longer be representative immediately after June 30, 2023. In addition, global regulators have announced that, with limited exceptions, no new LIBOR-based contracts should be entered into after 2021. Actions by regulators have resulted in the establishment of alternative reference rates to LIBOR in most major currencies (e.g., the Secured Overnight Financing Rate for U.S. Dollar LIBOR and the Sterling Overnight Interbank Average Rate for Sterling LIBOR).

 

Discontinuance of LIBOR and adoption/implementation of alternative rates pose a number of risks, including among others whether any substitute rate will experience the market participation and liquidity necessary to provide a workable substitute for LIBOR; the effect on parties’ existing contractual arrangements, hedging transactions, and investment strategies generally from a conversion from LIBOR to alternative rates; the effect on the Fund’s existing investments (including, for example, fixed-income investments, senior loans, CLOs and CDOs, and derivatives transactions), including the possibility that some of those investments may terminate or their terms may be adjusted to the disadvantage of the Fund; and the risk of general market disruption during the period of the conversion. It is difficult to predict at this time the likely impact of the transition away from LIBOR on the Fund.

 

NOTE 10 — MARKET DISRUPTION

 

The Fund is subject to the risk that geopolitical events will disrupt securities markets and adversely affect global economies and markets. Due to the increasing interdependence among global economies and markets, conditions in one country, market, or region might adversely impact markets, issuers and/or foreign exchange rates in other countries, including the United States. Wars, terrorism, global health crises and pandemics, and other geopolitical events that have led, and in the future may continue to lead, to increased market volatility and may have adverse short- or long-term effects on U.S. and global economies and markets generally. For example, the COVID-19 pandemic has resulted, and may continue to result, in significant market volatility, exchange suspensions and closures, declines in global financial markets, higher default rates, supply chain disruptions, and a substantial economic downturn in economies throughout the world. Natural and environmental

disasters and systemic market dislocations are also highly disruptive to economies and markets. In addition, military action by Russia in Ukraine has, and may continue to, adversely affect global energy and financial markets and therefore could affect the value of the Fund’s investments, including beyond the Fund’s direct exposure to Russian issuers or nearby geographic regions. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict and could be substantial. Those events as well as other changes in foreign (non-U.S.) and domestic economic, social, and political conditions also could adversely affect individual issuers or related groups of issuers, securities markets, interest rates, credit ratings, inflation, investor sentiment, and other factors affecting the Fund’s investments. Any of these occurrences could disrupt the operations of the Fund and of the Fund’s service providers.

 

NOTE 11 — OTHER ACCOUNTING PRONOUNCEMENTS

 

In June 2022, the FASB issued Accounting Standards Update (ASU), ASU 2022-03, Fair Value Measurement (Topic 820) – Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments under this ASU are effective for fiscal years beginning after December 15, 2023; however, early adoption is permitted. Management expects that the adoption of the guidance will not have a material impact on the fund’s financial statements.

 

NOTE 12 — SUBSEQUENT EVENTS

 

Dividends: Subsequent to February 28, 2023, the Fund made a distribution of:

 

Per Share		Declaration		Payable		Record
Amount		Date		Date		Date
$0.197		3/20/2023		4/17/2023		4/4/2023

 

Each quarter, the Fund will provide disclosures with distribution payments made that estimate the percentages of that distribution that represent net investment income, capital gains, and return of capital, if any. A significant portion of the quarterly distribution payments made by the Fund may constitute a return of capital.

 

Fee changes: The management fee waiver of 0.01% expired on March 1, 2023.

 

The Fund has evaluated events occurring after the Statement of Assets and Liabilities date through the date that the financial statements were issued (“subsequent events”) to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.

Shares							Value				Percentage of Net Assets
COMMON STOCK: 96.6%
					Australia: 3.2%
	19,517				Ampol Ltd.		$	430,289				0.3
	49,034				ANZ Group Holdings Ltd.			811,098				0.5
	5,354				ASX Ltd.			244,552				0.2
	147,342				Aurizon Holdings Ltd.			327,416				0.2
	51,217				Brambles Ltd.			442,552				0.3
	23,164				Computershare Ltd.			385,291				0.2
	48,559		(1)		Lottery Corp. Ltd./The			169,139				0.1
	199,230				Medibank Pvt Ltd.			446,569				0.3
	2,356				Rio Tinto Ltd.			184,132				0.1
	43,989				Santos Ltd.			205,403				0.1
	9,903				Sonic Healthcare Ltd.			214,234				0.1
	21,186				Suncorp Group Ltd.			182,751				0.1
	87,920				Telstra Group Ltd.			245,648				0.2
	78,472				Transurban Group — Stapled Security			746,720				0.5
								5,035,794				3.2
					Belgium: 0.1%
	2,123				UCB S.A.			182,510				0.1
					Canada: 2.7%
	16,303				BCE, Inc.			721,299				0.5
	18,928				Canadian Imperial Bank of Commerce — XTSE			865,597				0.5
	7,952				Canadian Utilities Ltd.			208,576				0.1
	4,612				iA Financial Corp., Inc.			309,607				0.2
	7,665				Royal Bank of Canada			778,241				0.5
	5,045				Sun Life Financial, Inc.			243,802				0.2
	15,946				Suncor Energy, Inc.			535,935				0.3
	6,554				TC Energy Corp.			260,863				0.2
	16,680				TELUS Corp.			331,644				0.2
								4,255,564				2.7
					China: 0.2%
	76,000				BOC Hong Kong Holdings Ltd.			257,210				0.2
					Denmark: 0.4%
	291				AP Moller — Maersk A/S — Class B			677,840				0.4
					Finland: 0.2%
	47,692				Nokia OYJ — Finland			220,649				0.1
	3,322				Orion Oyj			156,536				0.1
								377,185				0.2
					France: 3.3%
	4,599				Air Liquide SA			730,671				0.5
	28,790				AXA S.A.			907,214				0.6
	6,908				BNP Paribas			482,945				0.3
	8,959				Bouygues SA			303,143				0.2
	1,147				Dassault Aviation SA			197,181				0.1
	8,041				Edenred			452,597				0.3
	2,165				Eiffage SA			237,606				0.1
	1,560				Ipsen SA			178,243				0.1
	5,800		(2)		La Francaise des Jeux SAEM			228,940				0.1
	81,256				Orange SA			927,641				0.6
	4,157				Thales S.A.			581,163				0.4
								5,227,344				3.3

Shares							Value				Percentage of Net Assets
COMMON STOCK: (continued)
					Germany: 0.7%
	8,991				GEA Group AG		$	395,243				0.2
	4,603		(2)		Scout24 SE			252,272				0.2
	4,980				Symrise AG			508,802				0.3
								1,156,317				0.7
					Hong Kong: 1.8%
	75,500				CK Asset Holdings Ltd.			473,539				0.3
	60,000				CK Hutchison Holdings Ltd.			358,275				0.2
	156,000				HKT Trust & HKT Ltd. — Stapled Security			202,815				0.1
	8,700				Jardine Matheson Holdings Ltd.			430,824				0.2
	51,100				Link REIT			336,314				0.2
	86,000				MTR Corp.			433,377				0.3
	69,500				Power Assets Holdings Ltd.			371,740				0.3
	157,000				SITC International Holdings Co. Ltd.			328,436				0.2
								2,935,320				1.8
					Ireland: 0.6%
	5,116				CRH PLC			240,316				0.1
	7,219				DCC PLC			400,918				0.3
	4,147				Medtronic PLC			343,372				0.2
								984,606				0.6
					Israel: 0.4%
	76,162				Bank Leumi Le-Israel BM			592,124				0.4
					Italy: 1.1%
	71,009				ENI S.p.A.			1,002,931				0.6
	44,439		(2)		Poste Italiane SpA			479,174				0.3
	48,571				Snam SpA			238,628				0.2
								1,720,733				1.1
					Japan: 7.5%
	1,600				Hirose Electric Co., Ltd.			195,622				0.1
	9,000				Honda Motor Co., Ltd.			234,029				0.1
	127,200				Japan Post Holdings Co. Ltd.			1,130,705				0.7
	53,100				Japan Tobacco, Inc.			1,079,810				0.7
	11,600				McDonald’s Holdings Co. Japan Ltd.			459,218				0.3
	28,600				Mitsubishi UFJ Financial Group, Inc.			202,760				0.1
	52,400				Mizuho Financial Group, Inc.			816,775				0.5
	10,500				Nintendo Co., Ltd.			393,089				0.2
	13,300				Nomura Real Estate Holdings, Inc.			296,516				0.2
	8,400				Ono Pharmaceutical Co., Ltd.			171,091				0.1
	17,400				ORIX Corp.			311,860				0.2
	2,000				Rohm Co., Ltd.			154,025				0.1
	12,500				Secom Co., Ltd.			726,931				0.5
	17,000				Sekisui Chemical Co., Ltd.			227,905				0.1
	42,000				Sekisui House Ltd.			795,196				0.5
	9,300				Sompo Holdings, Inc.			399,259				0.3
	51,300				Sumitomo Chemical Co., Ltd.			179,755				0.1
	31,900				Sumitomo Mitsui Financial Group, Inc.			1,393,196				0.9
	20,300				Sumitomo Mitsui Trust Holdings, Inc.			752,116				0.5

Shares							Value				Percentage of Net Assets
COMMON STOCK: (continued)
					Japan: (continued)
	34,200				Takeda Pharmaceutical Co., Ltd.		$	1,054,191				0.7
	37,800				Tokio Marine Holdings, Inc.			802,518				0.5
	8,300				Tokyo Gas Co., Ltd.			160,086				0.1
								11,936,653				7.5
					Netherlands: 1.3%
	49,762				Koninklijke KPN NV			170,584				0.1
	21,552				NN Group NV			872,349				0.5
	9,062				Wolters Kluwer NV			1,049,084				0.7
								2,092,017				1.3
					New Zealand: 0.1%
	57,599				Spark New Zealand Ltd.			177,841				0.1
					Singapore: 0.1%
	38,400				Singapore Airlines Ltd.			162,128				0.1
					Spain: 1.3%
	13,530				ACS Actividades de Construccion y Servicios SA			410,169				0.3
	6,122				Industria de Diseno Textil SA			188,599				0.1
	23,878				Red Electrica Corp. SA			396,102				0.2
	65,745				Repsol SA			1,039,744				0.7
								2,034,614				1.3
					Switzerland: 2.4%
	9,490				Holcim AG			585,770				0.4
	6,873				Novartis AG			578,433				0.3
	1,553				Roche Holding AGGENUSSCHEIN			447,790				0.3
	1,443				Swisscom AG			890,393				0.5
	2,928				Zurich Insurance Group AG			1,388,907				0.9
								3,891,293				2.4
					United Kingdom: 4.8%
	31,633				3i Group PLC			618,875				0.4
	85,041				Amcor PLC			947,357				0.6
	96,409				BAE Systems PLC			1,041,235				0.7
	117,670				BP PLC			773,271				0.5
	28,290				British American Tobacco PLC			1,070,656				0.7
	50,087				GSK PLC			858,035				0.5
	39,109				Imperial Brands PLC			942,185				0.6
	114,500				NatWest Group PLC			402,232				0.2
	14,587				Smiths Group PLC			309,332				0.2
	70,549				The Sage Group PLC			635,654				0.4
								7,598,832				4.8
					United States: 64.4%
	10,095				3M Co.			1,087,635				0.7
	15,934				AbbVie, Inc.			2,452,243				1.5
	6,077				AECOM			524,810				0.3
	4,004				Air Products & Chemicals, Inc.			1,145,064				0.7
	3,658				Allison Transmission Holdings, Inc.			173,755				0.1
	1,933				Allstate Corp.			248,932				0.2
	28,974				Altria Group, Inc.			1,345,263				0.8
	11,332				Amdocs Ltd.			1,038,125				0.7
	9,043				American Electric Power Co., Inc.			795,513				0.5

Shares							Value				Percentage of Net Assets
COMMON STOCK: (continued)
					United States: (continued)
	6,277				Amgen, Inc.		$	1,454,130				0.9
	41,233				Antero Midstream Corp.			434,596				0.3
	607				Aon PLC			184,558				0.1
	2,685				Aptargroup, Inc.			313,393				0.2
	4,877				Assurant, Inc.			621,281				0.4
	89,481				AT&T, Inc.			1,692,086				1.1
	7,175				Avnet, Inc.			320,794				0.2
	10,673				Axis Capital Holdings Ltd.			648,065				0.4
	13,945				Bank OZK			641,888				0.4
	2,200				Booz Allen Hamilton Holding Corp.			208,406				0.1
	24,526				Bristol-Myers Squibb Co.			1,691,313				1.1
	12,416				Cardinal Health, Inc.			940,015				0.6
	2,974				Cheniere Energy, Inc.			467,929				0.3
	3,721				Chevron Corp.			598,225				0.4
	2,632				Cigna Corp.			768,807				0.5
	42,556				Cisco Systems, Inc.			2,060,561				1.3
	7,335				Citizens Financial Group, Inc.			306,310				0.2
	5,340				Coca-Cola Co.			317,783				0.2
	14,974				Colgate-Palmolive Co.			1,097,594				0.7
	9,957				Commerce Bancshares, Inc.			658,656				0.4
	9,038				Consolidated Edison, Inc.			807,545				0.5
	6,256				Cullen/Frost Bankers, Inc.			824,666				0.5
	7,706				CVS Health Corp.			643,759				0.4
	6,768				Digital Realty Trust, Inc.			705,429				0.4
	21,063				Dow, Inc.			1,204,804				0.8
	16,546				DT Midstream, Inc.			830,609				0.5
	7,660				DTE Energy Co.			840,379				0.5
	12,877				Duke Energy Corp.			1,213,786				0.8
	7,451				Edison International			493,331				0.3
	6,705				Electronic Arts, Inc.			743,853				0.5
	1,153				Elevance Health, Inc.			541,529				0.3
	12,972				Emerson Electric Co.			1,072,914				0.7
	2,360				Erie Indemnity Co.			555,520				0.3
	2,502				Everest Re Group Ltd.			960,693				0.6
	13,952				Evergy, Inc.			820,517				0.5
	4,267				Eversource Energy			321,561				0.2
	11,821				First Hawaiian, Inc.			323,304				0.2
	34,831				Flowers Foods, Inc.			971,088				0.6
	1,965				FMC Corp.			253,780				0.2
	49,908				FNB Corp.			712,187				0.4
	4,083				Fortive Corp.			272,173				0.2
	13,788				Gaming and Leisure Properties, Inc.			742,897				0.5
	1,495				General Dynamics Corp.			340,725				0.2
	14,166				General Mills, Inc.			1,126,339				0.7
	11,745				Genpact Ltd.			560,589				0.4
	23,462				Gentex Corp.			669,840				0.4
	6,014				Genuine Parts Co.			1,063,636				0.7
	17,137				Gilead Sciences, Inc.			1,380,043				0.9
	20,637				H&R Block, Inc.			759,442				0.5
	3,177				Hancock Whitney Corp.			156,054				0.1
	4,315				Hanover Insurance Group, Inc.			601,856				0.4
	13,651				Hartford Financial Services Group, Inc.			1,068,600				0.7
	6,038				International Bancshares Corp.			293,024				0.2

Shares							Value				Percentage of Net Assets
COMMON STOCK: (continued)
					United States: (continued)
	2,879				International Business Machines Corp.		$	372,255				0.2
	15,409				Iron Mountain, Inc.			812,825				0.5
	3,835				Jack Henry & Associates, Inc.			629,860				0.4
	19,542				Johnson & Johnson			2,995,007				1.9
	2,379				Johnson Controls International plc			149,211				0.1
	30,965				Juniper Networks, Inc.			953,103				0.6
	7,952				Kellogg Co.			524,355				0.3
	17,730				Keurig Dr Pepper, Inc.			612,571				0.4
	12,798				Kilroy Realty Corp.			460,984				0.3
	6,899				Kimberly-Clark Corp.			862,720				0.5
	56,828				Kinder Morgan, Inc.			969,486				0.6
	2,239				Lamar Advertising Co.			234,110				0.1
	8,737				Leidos Holdings, Inc.			848,101				0.5
	4,343				Life Storage, Inc.			523,418				0.3
	4,466				LKQ Corp.			255,857				0.2
	1,157				Lockheed Martin Corp.			548,719				0.3
	9,227				Loews Corp.			563,677				0.4
	11,415				Marathon Petroleum Corp.			1,410,894				0.9
	5,999				Marsh & McLennan Cos., Inc.			972,678				0.6
	9,153				MAXIMUS, Inc.			751,278				0.5
	5,853				McDonald’s Corp.			1,544,665				1.0
	2,273				McKesson Corp.			795,118				0.5
	12,865				MDU Resources Group, Inc.			409,750				0.3
	22,915				Merck & Co., Inc.			2,434,490				1.5
	15,183				Metlife, Inc.			1,089,077				0.7
	16,141				MGIC Investment Corp.			222,100				0.1
	1,357				Mid-America Apartment Communities, Inc.			217,256				0.1
	8,072				Mondelez International, Inc.			526,133				0.3
	4,792				Morgan Stanley			462,428				0.3
	4,750				MSC Industrial Direct Co.			401,470				0.3
	10,598				National Fuel Gas Co.			607,053				0.4
	20,010				National Retail Properties, Inc.			906,853				0.6
	8,666				NetApp, Inc.			559,390				0.4
	25,161				NiSource, Inc.			690,166				0.4
	38,149				Old Republic International Corp.			1,005,989				0.6
	4,954				ONE Gas, Inc.			397,113				0.2
	9,239				Oneok, Inc.			604,693				0.4
	6,178				Packaging Corp. of America			844,656				0.5
	23,075				Patterson Cos., Inc.			611,949				0.4
	11,394				PepsiCo, Inc.			1,977,201				1.2
	33,116				Pfizer, Inc.			1,343,516				0.8
	17,392				Philip Morris International, Inc.			1,692,242				1.1
	12,739				Phillips 66			1,306,512				0.8
	7,378				Popular, Inc.			526,789				0.3
	33,223				PPL Corp.			899,347				0.6
	12,562				Premier, Inc.			404,371				0.3
	2,568				Procter & Gamble Co.			353,254				0.2
	12,019				Prosperity Bancshares, Inc.			883,276				0.6
	11,131				Reynolds Consumer Products, Inc.			305,435				0.2
	3,019				Ryder System, Inc.			295,590				0.2

Shares							Value				Percentage of Net Assets
COMMON STOCK: (continued)
					United States: (continued)
	4,742				Sempra Energy		$	711,110				0.4
	12,208				Service Corp. International			824,406				0.5
	4,867				Silgan Holdings, Inc.			259,898				0.2
	3,501				Snap-On, Inc.			870,629				0.5
	11,385				Sonoco Products Co.			672,398				0.4
	10,397				Spirit Realty Capital, Inc.			428,148				0.3
	6,081				Targa Resources Corp.			450,602				0.3
	6,356				Texas Instruments, Inc.			1,089,736				0.7
	6,339				Travelers Cos, Inc.			1,173,476				0.7
	2,617				U-Haul Holding Co. — Non-Voting			145,584				0.1
	3,846				UMB Financial Corp.			348,678				0.2
	3,868				United Parcel Service, Inc. — Class B			705,871				0.4
	891				UnitedHealth Group, Inc.			424,063				0.3
	21,387				Unum Group			952,791				0.6
	24,690				US Bancorp			1,178,454				0.7
	3,461				Valero Energy Corp.			455,918				0.3
	47,552				Verizon Communications, Inc.			1,845,493				1.2
	9,169				Washington Federal, Inc.			321,557				0.2
	7,072				Wells Fargo & Co.			330,757				0.2
	10,699				Wendy’s Company			234,950				0.1
	7,655				WestRock Co.			240,367				0.2
	33,500				Williams Cos., Inc.			1,008,350				0.6
								102,556,429				64.4
					Total Common Stock (Cost $146,174,035)			153,852,354				96.6
EXCHANGE-TRADED FUNDS: 1.2%
	12,325				iShares MSCI EAFE Value Index ETF			598,379				0.4
	7,803				iShares Russell 1000 Value ETF			1,200,335				0.8
					Total Exchange-Traded Funds (Cost $1,763,624)			1,798,714				1.2
RIGHTS: 0.0%
					Hong Kong: 0.0%
	10,220		(1)		Link REIT			9,804				0.0
					Total Rights (Cost $—)			9,804				0.0
					Total Long-Term Investments (Cost $147,937,659)			155,660,872				97.8