Form N-CSRS NORTHERN LIGHTS FUND For: Jun 30

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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 811-22549

Northern Lights Fund Trust II

(Exact name of registrant as specified in charter)

225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246

(Address of principal executive offices) (Zip
code)

Kevin Wolf, Gemini Fund Services, LLC

4221 North 203rd Street, Suite 100, Elkhorn, NE 68022

(Name and address of agent for service)

Registrant’s telephone number, including area code: 631-470-2600

Date of fiscal year end: 12/31

Date of reporting period: 06/30/22

Item 1. Reports to Stockholders.

Acclivity Mid Cap Multi-Style Fund

Acclivity
Small Cap Value Fund

Semi-Annual
Report

June
30, 2022

www.acclivityfunds.com

1
(855) 873-3837

Distributed
by Northern Lights Distributors, LLC

Member
FINRA

ACCLIVITY
MID CAP MULTI-STYLE FUND

PORTFOLIO
REVIEW (Unaudited)

June
30, 2022

The
Funds performance figures* for the periods ended June 30, 2022, compared to its benchmark:

			Since Inception
	Six Months	One Year	(12/31/19)
Acclivity Mid Cap Multi-Style Fund – Class I	(16.43)%	(11.67)%	5.17%
Acclivity Mid Cap Multi-Style Fund – Class N	(16.43)%	(11.67)%	5.17%
Russell Mid-Cap Total Return Index**	(21.57)%	(17.30)%	4.86%
S&P 500 Total Return Index***	(19.96)%	(10.62)%	8.27%

The
performance data quoted here represents past performance. The performance comparison includes reinvestment of all dividends and capital
gain distributions, if any. Current performance may be lower or higher than the performance data quoted above. Past performance is no
guarantee of future results. The investment return and principal value of an investment will fluctuate so that investors shares,
when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder
would pay on Fund distributions or on the redemption of Fund shares. The Funds total annual operating expenses are 53.70% for
Class I shares and 53.95% for Class N shares per the May 1, 2022, prospectus. After fee waivers, the Funds total annual operating
expenses are 0.45% for Class I shares and 0.70% for Class N shares. For performance information current to the most recent month-end,
please call toll-free 1-855-873-3837 (1-855-USE-ETFS).

The
Russell Mid-Cap Total Return Index measures the performance of the smallest 800 companies in the Russell 1000 index. Investors cannot
invest directly in an index.

***

The
S&P 500 Total Return Index is a widely accepted, unmanaged index of U.S. stock market performance which does not take into account
charges, fees and other expenses. Investors cannot invest directly in an index.

Holdings By Asset Class as of June 30, 2022	% of Net Assets
Insurance		9.4	%
Oil & Gas Producers		5.9	%
Banking		4.2	%
Retail – Discretionary		4.1	%
Machinery		4.1	%
Software		3.4	%
Technology Hardware		3.3	%
Health Care Facilities & Services		3.3	%
Chemicals		3.1	%
Semiconductors		3.0	%
Other Investments & Assets in Excess of Liabilities		56.2	%
		100.0	%

Please
refer to the Schedule of Investments in this semi-annual report for a detailed analysis of the Funds holdings.

ACCLIVITY
SMALL CAP VALUE FUND
PORTFOLIO REVIEW (Unaudited)
June 30, 2022

The
Funds performance figures* for the periods ended June 30, 2022, compared to its benchmark:

				Since Inception
	Six Months	One Year	Three Year	(12/31/18)
Acclivity Small Cap Value Fund – Class I	(12.83)%	(7.93)%	11.33%	13.11%
Acclivity Small Cap Value Fund – Class N	(12.71)%	(7.81)%	11.30%	13.06%
Russell 2000® Value Total Return Index**	(17.31)%	(16.28)%	6.18%	9.16%
S&P 500 Total Return Index***	(19.96)%	(10.62)%	10.60%	14.47%

The
performance data quoted here represents past performance. The performance comparison includes reinvestment of all dividends and capital
gain distributions, if any. Current performance may be lower or higher than the performance data quoted above. Past performance is no
guarantee of future results. The investment return and principal value of an investment will fluctuate so that investors shares,
when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder
would pay on Fund distributions or on the redemption of Fund shares. The Funds total annual operating expenses are 3.64% for Class
I shares and 3.89% for Class N shares per the May 1, 2022 prospectus. After fee waivers, the Funds total annual operating expenses
are 0.49% for Class I shares and 0.74% for Class N shares. For performance information current to the most recent month-end, please call
toll-free 1-855-873-3837 (1-855-USE-ETFS).

The
Russell 2000® Value Total Return Index measures the performance of the largest 2,000 U.S. companies determined by total market capitalization.
Investors cannot invest directly in an index.

***

Holdings By Asset Class as of June 30, 2022	% of Net Assets
Banking		18.6	%
Insurance		7.3	%
Oil & Gas Producers		5.9	%
Retail – Discretionary		5.3	%
Specialty Finance		5.1	%
Home Construction		4.7	%
Transportation & Logistics		4.2	%
Technology Hardware		4.1	%
Commercial Support Services		3.2	%
Food		3.1	%
Other Investments & Assets in Excess of Liabilities		38.5	%
		100.0	%

Please
refer to the Schedule of Investments in this semi-annual report for a detailed analysis of the Funds holdings.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4%
		ADVERTISING & MARKETING – 0.6%
	81	Interpublic Group of Companies, Inc.	$	2,230
	2	Omnicom Group, Inc.		127
	8	Trade Desk, Inc., Class A^(a)		335
				2,692
		AEROSPACE & DEFENSE – 0.8%
	25	Howmet Aerospace, Inc.		786
	6	Huntington Ingalls Industries, Inc.		1,307
	1	Teledyne Technologies, Inc.^(a)		375
	2	Textron, Inc.		122
	9	Woodward, Inc.		833
				3,423
		APPAREL & TEXTILE PRODUCTS – 1.6%
	7	Columbia Sportswear Company		501
	4	Crocs, Inc.^(a)		195
	5	Deckers Outdoor Corporation^(a)		1,277
	20	Hanesbrands, Inc.		206
	5	PVH Corporation		284
	17	Ralph Lauren Corporation		1,524
	38	Skechers USA, Inc., Class A^(a)		1,352
	45	Tapestry, Inc.		1,373
				6,712
		ASSET MANAGEMENT – 0.9%
	2	Apollo Global Management, Inc.		97
	7	Ares Management Corporation, Class A		398
	16	Carlyle Group, Inc.		506
	9	Franklin Resources, Inc.		210
	3	LPL Financial Holdings, Inc.		553
	4	Raymond James Financial, Inc.		358
	31	Stifel Financial Corporation		1,737
				3,859
		AUTOMOTIVE – 1.5%
	19	Autoliv, Inc.		1,360
	61	BorgWarner, Inc.		2,035
	42	Gentex Corporation		1,175

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		AUTOMOTIVE – 1.5% (Continued)
	4	Harley-Davidson, Inc.	$	127
	13	Lear Corporation		1,636
				6,333
		BANKING – 4.2%
	5	Citizens Financial Group, Inc.		178
	4	Comerica, Inc.		294
	14	Cullen/Frost Bankers, Inc.		1,630
	12	East West Bancorp, Inc.		778
	124	First Horizon Corporation		2,711
	4	Huntington Bancshares, Inc.		48
	12	KeyCorporation		207
	3	M&T Bank Corporation		478
	19	Pinnacle Financial Partners, Inc.		1,374
	23	Prosperity Bancshares, Inc.		1,570
	10	Regions Financial Corporation		187
	18	SouthState Corporation		1,389
	1	SVB Financial Group^(a)		395
	38	Synovus Financial Corporation		1,370
	140	Valley National Bancorp		1,457
	34	Webster Financial Corporation		1,433
	8	Western Alliance Bancorp		565
	37	Zions Bancorp NA		1,883
				17,947
		BEVERAGES – 0.6%
	1	Boston Beer Company, Inc., Class A^(a)		303
	45	Molson Coors Beverage Company, Class B		2,453
				2,756
		BIOTECH & PHARMA – 2.9%
	1	ACADIA Pharmaceuticals, Inc.^(a)		14
	3	BioMarin Pharmaceutical, Inc.^(a)		249
	1	Blueprint Medicines Corporation^(a)		51
	6	Denali Therapeutics, Inc.^(a)		177
	123	Elanco Animal Health, Inc.^(a)		2,414
	82	Exelixis, Inc.^(a)		1,707

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		BIOTECH & PHARMA – 2.9% (Continued)
	31	Halozyme Therapeutics, Inc.^(a)	$	1,364
	27	Ionis Pharmaceuticals, Inc.^(a)		1,000
	1	Iovance Biotherapeutics, Inc.^(a)		11
	2	Mirati Therapeutics, Inc.^(a)		134
	15	Neurocrine Biosciences, Inc.^(a)		1,462
	3	Novavax, Inc., Class A^(a)		154
	17	Sarepta Therapeutics, Inc.^(a)		1,274
	1	TG Therapeutics, Inc.^(a)		4
	3	Ultragenyx Pharmaceutical, Inc.^(a)		179
	9	United Therapeutics Corporation^(a)		2,121
				12,315
		CHEMICALS – 3.1%
	1	Albemarle Corporation		209
	12	Ashland Global Holdings, Inc.		1,237
	1	Avery Dennison Corporation		162
	2	Celanese Corporation		235
	8	CF Industries Holdings, Inc.		686
	42	Chemours Company		1,345
	20	Eastman Chemical Company		1,795
	11	FMC Corporation		1,177
	50	Huntsman Corporation		1,418
	3	International Flavors & Fragrances, Inc.		357
	22	Mosaic Company		1,039
	39	Olin Corporation		1,805
	9	RPM International, Inc.		708
	56	Univar Solutions, Inc.^(a)		1,393
				13,566
		COMMERCIAL SUPPORT SERVICES – 1.6%
	46	Aramark		1,409
	9	ASGN, Inc.^(a)		812
	4	Clean Harbors, Inc.^(a)		351
	37	H&R Block, Inc.		1,307
	3	ManpowerGroup, Inc.		229
	22	Robert Half International, Inc.		1,648

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		COMMERCIAL SUPPORT SERVICES – 1.6% (Continued)
	4	Stericycle, Inc.^(a)	$	175
	24	Terminix Global Holdings, Inc.^(a)		976
				6,907
		CONSTRUCTION MATERIALS – 1.6%
	15	Advanced Drainage Systems, Inc.		1,351
	9	Carlisle Companies, Inc.		2,147
	1	Eagle Materials, Inc.		110
	1	Martin Marietta Materials, Inc.		299
	47	MDU Resources Group, Inc.		1,269
	23	Owens Corning		1,709
				6,885
		CONSUMER SERVICES – 0.6%
	37	Service Corp International		2,558

		CONTAINERS & PACKAGING – 1.5%
	6	Crown Holdings, Inc.		553
	58	Graphic Packaging Holding Company		1,189
	2	Packaging Corp of America		275
	30	Sealed Air Corporation		1,732
	3	Sonoco Products Company		171
	64	Westrock Company		2,550
				6,470
		DIVERSIFIED INDUSTRIALS – 0.2%
	16	ITT, Inc.		1,076

		E-COMMERCE DISCRETIONARY – 0.5%
	30	Etsy, Inc.^(a)		2,196

		ELECTRIC UTILITIES – 2.3%
	10	Alliant Energy Corporation		586
	8	Evergy, Inc.		522
	1	Hawaiian Electric Industries, Inc.		41
	8	IDACORP, Inc.		847
	16	NextEra Energy Partners, L.P.		1,187

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		ELECTRIC UTILITIES – 2.3% (Continued)
	9	NRG Energy, Inc.	$	343
	46	OGE Energy Corporation		1,774
	25	Pinnacle West Capital Corporation		1,828
	1	Portland General Electric Company		48
	115	Vistra Corporation		2,628
				9,804
		ELECTRICAL EQUIPMENT – 1.7%
	30	A O Smith Corporation		1,640
	6	Acuity Brands, Inc.		924
	29	Cognex Corporation		1,233
	1	Generac Holdings, Inc.^(a)		211
	8	Hubbell, Inc.		1,429
	5	Littelfuse, Inc.		1,270
	2	National Instruments Corporation		62
	4	Trimble, Inc.^(a)		233
	21	Vertiv Holdings Company		173
				7,175
		ENGINEERING & CONSTRUCTION – 1.4%
	22	AECOM		1,435
	3	EMCOR Group, Inc.		309
	3	Jacobs Engineering Group, Inc.		381
	23	KBR, Inc.		1,113
	13	MasTec, Inc.^(a)		932
	4	Quanta Services, Inc.		501
	8	Tetra Tech, Inc.		1,093
	3	WillScot Mobile Mini Holdings Corporation^(a)		97
				5,861
		ENTERTAINMENT CONTENT – 0.6%
	21	Take-Two Interactive Software, Inc.^(a)		2,573

		FOOD – 2.3%
	1	BellRing Brands, Inc.^(a)		25
	35	Campbell Soup Company		1,682
	30	Darling Ingredients, Inc.^(a)		1,794

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		FOOD – 2.3% (Continued)
	45	Flowers Foods, Inc.	$	1,184
	15	Ingredion, Inc.		1,322
	12	J M Smucker Company		1,536
	30	Lamb Weston Holdings, Inc.		2,144
	1	Lancaster Colony Corporation		129
				9,816
		FORESTRY, PAPER & WOOD PRODUCTS – 0.5%
	24	Louisiana-Pacific Corporation		1,258
	19	Trex Company, Inc.^(a)		1,034
				2,292
		GAS & WATER UTILITIES – 2.9%
	8	Atmos Energy Corporation		897
	47	Essential Utilities, Inc.		2,155
	19	National Fuel Gas Company		1,255
	119	NiSource, Inc.		3,509
	16	Southwest Gas Holdings, Inc.		1,393
	86	UGI Corporation		3,321
				12,530
		HEALTH CARE FACILITIES & SERVICES – 3.3%
	1	Amedisys, Inc.^(a)		105
	24	Cardinal Health, Inc.		1,254
	8	Charles River Laboratories International, Inc.^(a)		1,712
	3	Chemed Corporation		1,408
	2	DaVita, Inc.^(a)		160
	24	Encompass Health Corporation		1,345
	24	Henry Schein, Inc.^(a)		1,842
	2	Invitae Corporation^(a)		5
	5	LHC Group, Inc.^(a)		779
	20	Syneos Health, Inc.^(a)		1,434
	36	Teladoc Health, Inc.^(a)		1,196
	30	Universal Health Services, Inc., Class B		3,021
				14,261
		HOME & OFFICE PRODUCTS – 1.3%
	8	Leggett & Platt, Inc.		277

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		HOME & OFFICE PRODUCTS – 1.3% (Continued)
	84	Newell Brands, Inc.	$	1,599
	15	Scotts Miracle-Gro Company		1,185
	13	Tempur Sealy International, Inc.		278
	16	Whirlpool Corporation		2,478
				5,817
		HOME CONSTRUCTION – 2.1%
	28	Fortune Brands Home & Security, Inc.		1,677
	30	Masco Corporation		1,518
	16	Mohawk Industries, Inc.^(a)		1,985
	63	PulteGroup, Inc.		2,497
	30	Toll Brothers, Inc.		1,338
				9,015
		HOUSEHOLD PRODUCTS – 0.3%
	190	Coty, Inc., Class A^(a)		1,522

		INDUSTRIAL INTERMEDIATE PRODUCTS – 0.0%^(b)
	1	Timken Company		53

		INDUSTRIAL SUPPORT SERVICES – 1.3%
	7	AMERCO		3,347
	1	SiteOne Landscape Supply, Inc.^(a)		119
	1	United Rentals, Inc.^(a)		243
	2	Watsco, Inc.		478
	12	WESCO International, Inc.^(a)		1,285
				5,472
		INSTITUTIONAL FINANCIAL SERVICES – 1.1%
	16	Houlihan Lokey, Inc.		1,263
	68	Jefferies Financial Group, Inc.		1,878
	31	SEI Investments Company		1,675
				4,816
		INSURANCE – 9.4%
	6	Alleghany Corporation^(a)		4,999
	26	American Financial Group, Inc.		3,609
	19	Assurant, Inc.		3,284

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		INSURANCE – 9.4% (Continued)
	8	Cincinnati Financial Corporation	$	952
	161	Equitable Holdings, Inc.		4,197
	34	Globe Life, Inc.		3,314
	11	Hartford Financial Services Group, Inc.		720
	79	Lincoln National Corporation		3,695
	10	Loews Corporation		593
	1	Markel Corporation^(a)		1,293
	134	Old Republic International Corporation		2,996
	3	Primerica, Inc.		359
	11	Principal Financial Group, Inc.		735
	1	Radian Group, Inc.		20
	15	Reinsurance Group of America, Inc.		1,759
	11	RLI Corporation		1,282
	79	Unum Group		2,687
	34	Voya Financial, Inc.		2,024
	27	W R Berkley Corporation		1,843
				40,361
		INTERNET MEDIA & SERVICES – 0.8%
	2	Expedia Group, Inc.^(a)		190
	26	GoDaddy, Inc., Class A^(a)		1,808
	82	Pinterest, Inc., Class A^(a)		1,489
	1	TripAdvisor, Inc.^(a)		18
				3,505
		LEISURE FACILITIES & SERVICES – 2.2%
	31	Boyd Gaming Corporation		1,542
	12	Choice Hotels International, Inc.		1,340
	6	Churchill Downs, Inc.		1,149
	4	Darden Restaurants, Inc.		452
	24	Hilton Grand Vacations, Inc.^(a)		857
	9	Marriott Vacations Worldwide Corporation		1,046
	2	Penn National Gaming, Inc.^(a)		61
	14	Texas Roadhouse, Inc.		1,025
	4	Vail Resorts, Inc.		872

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		LEISURE FACILITIES & SERVICES – 2.2% (Continued)
	19	Wyndham Hotels & Resorts, Inc.	$	1,249
				9,593
		LEISURE PRODUCTS – 1.4%
	23	Brunswick Corporation		1,504
	4	Fox Factory Holding Corporation^(a)		322
	27	Hasbro, Inc.		2,211
	14	Mattel, Inc.^(a)		313
	12	Polaris, Inc.		1,191
	8	Thor Industries, Inc.		598
				6,139
		MACHINERY – 4.1%
	16	AGCO Corporation		1,579
	6	Curtiss-Wright Corporation		792
	28	Donaldson Company, Inc.		1,348
	4	Enovis Corporation^(a)		220
	1	Flowserve Corporation		29
	28	Graco, Inc.		1,664
	1	IDEX Corporation		182
	14	Lincoln Electric Holdings, Inc.		1,727
	9	Middleby Corporation^(a)		1,128
	2	MSA Safety, Inc.		242
	9	Nordson Corporation		1,822
	12	Oshkosh Corporation		986
	16	Regal Rexnord Corporation		1,816
	14	Snap-on, Inc.		2,758
	20	Toro Company		1,516
				17,809
		MEDICAL EQUIPMENT & DEVICES – 2.4%
	7	ABIOMED, Inc.^(a)		1,733
	2	Bio-Techne Corporation		693
	2	Bruker Corporation		126
	50	DENTSPLY SIRONA, Inc.		1,786
	27	Exact Sciences Corporation^(a)		1,064
	3	Globus Medical, Inc., Class A^(a)		168

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		MEDICAL EQUIPMENT & DEVICES – 2.4% (Continued)
	1	Haemonetics Corporation^(a)	$	65
	2	Insulet Corporation^(a)		436
	6	Integra LifeSciences Holdings Corporation^(a)		324
	1	iRhythm Technologies, Inc.^(a)		108
	6	Masimo Corporation^(a)		784
	1	Nevro Corporation^(a)		44
	1	Penumbra, Inc.^(a)		125
	1	Repligen Corporation^(a)		162
	5	Shockwave Medical, Inc.^(a)		956
	7	Teleflex, Inc.		1,721
				10,295
		METALS & MINING – 0.9%
	57	Alcoa Corporation		2,598
	51	Cleveland-Cliffs, Inc.^(a)		784
	3	Royal Gold, Inc.		320
				3,702
		OIL & GAS PRODUCERS – 5.1%
	82	Antero Resources Corporation^(a)		2,513
	3	ConocoPhillips		269
	38	Coterra Energy, Inc.		980
	8	Diamondback Energy, Inc.		969
	96	EQT Corporation		3,302
	50	HF Sinclair Corporation		2,258
	33	Magnolia Oil & Gas Corporation		693
	25	Marathon Oil Corporation		562
	27	Matador Resources Company		1,258
	50	Murphy Oil Corporation		1,510
	34	PDC Energy, Inc.		2,095
	68	Range Resources Corporation^(a)		1,683
	39	SM Energy Company		1,333
	215	Southwestern Energy Company^(a)		1,344
	18	Targa Resources Corporation		1,074
				21,843

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		OIL & GAS SERVICES & EQUIPMENT – 0.4%
	12	Halliburton Company	$	376
	68	NOV, Inc.		1,150
				1,526
		PUBLISHING & BROADCASTING – 0.9%
	11	Liberty Media Corp-Liberty Formula One – Series C^(a)		698
	157	News Corporation, CLASS A – NON-VOTING		2,446
	4	Nexstar Media Group, Inc., Class A		652
				3,796
		REAL ESTATE SERVICES – 0.4%
	9	Jones Lang LaSalle, Inc.^(a)		1,574

		REIT – 0.3%
	1	Texas Pacific Land Corporation		1,488

		RENEWABLE ENERGY – 0.9%
	2	Enphase Energy, Inc.^(a)		390
	21	First Solar, Inc.^(a)		1,431
	95	Plug Power, Inc.^(a)		1,574
	14	Sunrun, Inc.^(a)		327
				3,722
		RETAIL – CONSUMER STAPLES – 1.2%
	31	BJs Wholesale Club Holdings, Inc.^(a)		1,932
	9	Caseys General Stores, Inc.		1,665
	12	Five Below, Inc.^(a)		1,361
	1	Ollies Bargain Outlet Holdings, Inc.^(a)		59
				5,017
		RETAIL – DISCRETIONARY – 4.1%
	2	Advance Auto Parts, Inc.		346
	17	AutoNation, Inc.^(a)		1,900
	59	Builders FirstSource, Inc.^(a)		3,168
	12	Burlington Stores, Inc.^(a)		1,635
	12	Dicks Sporting Goods, Inc.		904
	1	Floor & Decor Holdings, Inc., Class A^(a)		63
	16	Gap, Inc.		132

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		RETAIL – DISCRETIONARY – 4.1% (Continued)
	3	Genuine Parts Company	$	399
	37	Kohls Corporation		1,321
	8	Lithia Motors, Inc.		2,199
	111	Macys, Inc.		2,034
	5	RH^(a)		1,061
	1	Tractor Supply Company		194
	1	Ulta Beauty, Inc.^(a)		385
	19	Williams-Sonoma, Inc.		2,108
				17,849
		SEMICONDUCTORS – 3.0%
	4	Azenta, Inc.		288
	1	Cirrus Logic, Inc.^(a)		73
	4	Entegris, Inc.		368
	24	II-VI, Inc.^(a)		1,223
	12	IPG Photonics Corporation^(a)		1,130
	24	Lattice Semiconductor Corporation^(a)		1,164
	6	Marvell Technology, Inc.		261
	13	MKS Instruments, Inc.		1,334
	1	Monolithic Power Systems, Inc.		384
	9	ON Semiconductor Corporation^(a)		453
	27	Qorvo, Inc.^(a)		2,547
	3	Silicon Laboratories, Inc.^(a)		421
	9	Synaptics, Inc.^(a)		1,062
	4	Teradyne, Inc.		358
	7	Universal Display Corporation		708
	18	Wolfspeed, Inc.^(a)		1,142
				12,916
		SOFTWARE – 3.4%
	1	ACI Worldwide, Inc.^(a)		26
	1	Alteryx, Inc., Class A^(a)		49
	2	Aspen Technology, Inc.^(a)		367
	26	Black Knight, Inc.^(a)		1,700
	25	CDK Global, Inc.		1,369
	26	Citrix Systems, Inc.		2,526

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		SOFTWARE – 3.4% (Continued)
	3	Concentrix Corporation	$	407
	1	Five9, Inc.^(a)		91
	11	Guidewire Software, Inc.^(a)		781
	13	Manhattan Associates, Inc.^(a)		1,490
	4	NortonLifeLock, Inc.		88
	3	Omnicell, Inc.^(a)		341
	7	Paylocity Holding Corporation^(a)		1,221
	5	Pegasystems, Inc.		239
	20	PTC, Inc.^(a)		2,127
	15	Tenable Holdings, Inc.^(a)		681
	7	Teradata Corporation^(a)		259
	2	Varonis Systems, Inc.^(a)		59
	6	Zendesk, Inc.^(a)		444
	3	Ziff Davis, Inc.^(a)		224
				14,489
		SPECIALTY FINANCE – 1.7%
	122	Fidelity National Financial, Inc.		4,509
	47	First American Financial Corporation		2,487
	1	MGIC Investment Corporation		13
	1	SLM Corporation		16
	12	Synchrony Financial		331
				7,356
		STEEL – 0.8%
	6	Reliance Steel & Aluminum Company		1,019
	11	Steel Dynamics, Inc.		728
	101	United States Steel Corporation		1,809
				3,556
		TECHNOLOGY HARDWARE – 3.3%
	19	Arrow Electronics, Inc.^(a)		2,130
	33	Ciena Corporation^(a)		1,508
	18	Dolby Laboratories, Inc., Class A		1,288
	12	F5, Inc.^(a)		1,836
	31	Jabil, Inc.		1,588
	75	Juniper Networks, Inc.		2,137

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		TECHNOLOGY HARDWARE – 3.3% (Continued)
	13	Lumentum Holdings, Inc.^(a)	$	1,032
	4	NetApp, Inc.		261
	73	Pure Storage, Inc., Class A^(a)		1,877
	3	TD SYNNEX Corporation		273
	1	ViaSat, Inc.^(a)		31
	8	Western Digital Corporation^(a)		359
				14,320
		TECHNOLOGY SERVICES – 2.9%
	27	Booz Allen Hamilton Holding Corporation		2,440
	4	CACI International, Inc., Class A^(a)		1,127
	81	DXC Technology Company^(a)		2,455
	2	Euronet Worldwide, Inc.^(a)		201
	1	Fair Isaac Corporation^(a)		401
	1	Gartner, Inc.^(a)		242
	12	Jack Henry & Associates, Inc.		2,160
	8	Leidos Holdings, Inc.		806
	79	Western Union Company		1,301
	8	WEX, Inc.^(a)		1,244
				12,377
		TELECOMMUNICATIONS – 0.1%
	9	Iridium Communications, Inc.^(a)		338

		TRANSPORTATION & LOGISTICS – 2.0%
	22	Alaska Air Group, Inc.^(a)		881
	25	CH Robinson Worldwide, Inc.		2,534
	7	GXO Logistics, Inc.^(a)		303
	1	JB Hunt Transport Services, Inc.		158
	1	JetBlue Airways Corporation^(a)		8
	37	Knight-Swift Transportation Holdings, Inc.		1,713
	8	Landstar System, Inc.		1,163
	4	Saia, Inc.^(a)		752
	25	XPO Logistics, Inc.^(a)		1,204
				8,716

See
accompanying notes to financial statements.

ACCLIVITY
MID CAP MULTI-STYLE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 96.4% (Continued)
		TRANSPORTATION EQUIPMENT – 0.1%
	4	Westinghouse Air Brake Technologies Corporation	$	328

		WHOLESALE – CONSUMER STAPLES – 0.8%
	51	Performance Food Group Company^(a)		2,345
	38	US Foods Holding Corporation^(a)		1,166
				3,511
		WHOLESALE – DISCRETIONARY – 0.5%
	34	LKQ Corporation		1,669
	1	Pool Corporation		351
				2,020

		TOTAL COMMON STOCKS (Cost $435,073)		414,848

		PARTNERSHIP SHARES — 0.8%
		OIL & GAS PRODUCERS – 0.8%
	27	Magellan Midstream Partners, L.P.		1,290
	91	Western Midstream Partners, L.P.		2,212
		TOTAL PARTNERSHIP SHARES (Cost $3,541)		3,502


		MONEY MARKET FUNDS – 4.5%
	19,181	First American Treasury Obligations Fund Class X, 1.31%^(c)		19,181
		TOTAL MONEY MARKET FUNDS (Cost $19,181)

		TOTAL INVESTMENTS – 101.7% (Cost $457,795)	$	437,531
		LIABILITIES IN EXCESS OF OTHER ASSETS – (1.7)%		(7,384	)
		NET ASSETS – 100.0%	$	430,147

^(a)

Non-income
producing security.

^(b)

Amount
represents less than .05%

^(c)

Rate
disclosed is the seven day effective yield as of June 30, 2022

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6%
		ADVERTISING & MARKETING – 0.0%^(a)
	268	Fluent, Inc.^(b)	$	319

		AEROSPACE & DEFENSE – 0.9%
	495	AAR Corporation^(b)		20,711
	581	Barnes Group, Inc.		18,092
	162	Ducommun, Inc.^(b)		6,973
	358	Kaman Corporation		11,188
	665	Kratos Defense & Security Solutions, Inc.^(b)		9,230
	4	Mercury Systems, Inc.^(b)		257
	514	Moog, Inc., Class A		40,807
	71	National Presto Industries, Inc.		4,660
	2	SIFCO Industries, Inc.^(b)		6
				111,924
		APPAREL & TEXTILE PRODUCTS – 0.5%
	443	Culp, Inc.		1,905
	313	Jerash Holdings US, Inc.		1,474
	264	Lakeland Industries, Inc.^(b)		4,055
	368	Movado Group, Inc.		11,382
	495	PVH Corporation		28,165
	53	Rocky Brands, Inc.		1,812
	209	Superior Group of Companies, Inc.		3,710
	149	Tandy Leather Factory, Inc.^(b)		711
	387	Unifi, Inc.^(b)		5,441
	22	Weyco Group, Inc.		538
				59,193
		ASSET MANAGEMENT – 0.4%
	15	Associated Capital Group, Inc., Class A		538
	16	Entasis Therapeutics Holdings, Inc.^(b)		35
	14	First Western Financial, Inc.^(b)		381
	39	Hennessy Advisors, Inc.		407
	1,160	ODP Corporation^(b)		35,078
	386	Oppenheimer Holdings, Inc., Class A		12,753
				49,192

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		AUTOMOTIVE – 1.6%
	231	American Axle & Manufacturing Holdings, Inc.^(b)	$	1,739
	665	China Automotive Systems, Inc.^(b)		1,796
	940	Dana, Inc.		13,226
	2,504	Goodyear Tire & Rubber Company^(b)		26,818
	2,968	Harley-Davidson, Inc.		93,967
	1,725	Kandi Technologies Group, Inc.^(b)		4,140
	452	Methode Electronics, Inc.		16,742
	181	Miller Industries, Inc.		4,103
	1,311	Modine Manufacturing Company^(b)		13,805
	401	Motorcar Parts of America, Inc.^(b)		5,261
	309	Standard Motor Products, Inc.		13,902
	9	Unique Fabricating, Inc.^(b)		12
				195,511
		BANKING – 18.6%
	40	ACNB Corporation		1,188
	395	Allegiance Bancshares, Inc.		14,915
	1,001	Amalgamated Financial Corporation		19,800
	227	American National Bankshares, Inc.		7,856
	1,269	Ameris Bancorp		50,988
	48	Ames National Corporation		1,065
	2,544	Associated Banc-Corporation		46,453
	1,158	Atlantic Union Bankshares Corporation		39,279
	84	Banc of California, Inc.		1,480
	11	Bank of Marin Bancorp		350
	281	Bank of Princeton		7,716
	1,741	Bank OZK		65,340
	845	BankFinancial Corporation		7,935
	1,546	BankUnited, Inc.		54,991
	141	Bankwell Financial Group, Inc.		4,378
	35	Banner Corporation		1,967
	398	Bar Harbor Bankshares		10,292
	512	BayCom Corporation		10,588
	606	BCB Bancorp, Inc.		10,320
	420	Berkshire Hills Bancorp, Inc.		10,403

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		BANKING – 18.6% (Continued)
	1,553	Brookline Bancorp, Inc.	$	20,670
	605	Business First Bancshares, Inc.		12,893
	94	Byline Bancorp, Inc.		2,237
	1	Cadence Bank		23
	38	Camden National Corporation		1,674
	337	Capital City Bank Group, Inc.		9,399
	275	Capitol Federal Financial, Inc.		2,524
	73	Capstar Financial Holdings, Inc.		1,432
	1,014	Carter Bankshares, Inc.^(b)		13,385
	49	CB Financial Services, Inc.		1,120
	39	CBTX, Inc.		1,037
	1	Central Pacific Financial Corporation		21
	383	Central Valley Community Bancorp		5,553
	228	ChoiceOne Financial Services, Inc.		4,592
	81	Citizens & Northern Corporation		1,958
	514	Citizens Community Bancorp, Inc.		7,109
	518	Civista Bancshares, Inc.		11,013
	513	CNB Financial Corporation		12,409
	21	Codorus Valley Bancorp, Inc.		473
	24	Colony Bankcorp, Inc.		362
	1,518	Columbia Banking System, Inc.		43,491
	187	Community Financial Corporation		6,897
	393	Community Trust Bancorp, Inc.		15,893
	783	ConnectOne Bancorp, Inc.		19,144
	1,062	Customers Bancorp, Inc.^(b)		36,002
	623	Dime Community Bancshares, Inc.		18,472
	166	Eagle Bancorp Montana, Inc.		3,305
	2	Eagle Bancorp, Inc.		95
	24	Enterprise Financial Services Corporation		996
	460	Equity Bancshares, Inc., Class A		13,414
	85	ESSA Bancorp, Inc.		1,428
	5	Farmers & Merchants Bancorp, Inc.		166
	635	Farmers National Banc Corporation		9,525
	135	Financial Institutions, Inc.		3,513

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		BANKING – 18.6% (Continued)
	756	First Bancorp	$	26,384
	491	First Bancshares, Inc.		14,043
	622	First Bank		8,696
	1,282	First Busey Corporation		29,294
	45	First Business Financial Services, Inc.		1,404
	1	First Commonwealth Financial Corporation		13
	400	First Community Bankshares, Inc.		11,764
	1,612	First Financial Bancorp		31,273
	435	First Financial Corporation		19,357
	301	First Financial Northwest, Inc.		4,678
	1,321	First Foundation, Inc.		27,054
	286	First Guaranty Bancshares, Inc.		6,953
	15	First Horizon Corporation		328
	235	First Internet Bancorp		8,653
	49	First Merchants Corporation		1,745
	360	First Mid Bancshares, Inc.		12,841
	371	First Northwest Bancorp		5,788
	632	First of Long Island Corporation		11,079
	1,365	Flagstar Bancorp, Inc.		48,389
	736	Flushing Financial Corporation		15,647
	6,206	FNB Corporation		67,397
	196	FS Bancorp, Inc.		5,627
	3,018	Fulton Financial Corporation		43,610
	223	Great Southern Bancorp, Inc.		13,059
	97	Hancock Whitney Corporation		4,300
	306	Hanmi Financial Corporation		6,867
	1,017	HarborOne Bancorp, Inc.		14,024
	940	Heartland Financial USA, Inc.		39,048
	62	Heritage Commerce Corporation		663
	587	Heritage Financial Corporation		14,769
	1,359	Hilltop Holdings, Inc.		36,231
	185	Home Bancorp, Inc.		6,314
	22	HomeStreet, Inc.		763
	83	HomeTrust Bancshares, Inc.		2,075

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		BANKING – 18.6% (Continued)
	3,297	Hope Bancorp, Inc.	$	45,630
	97	Horizon Bancorp, Inc.		1,690
	739	Independent Bank Corporation		14,248
	312	Independent Bank Group, Inc.		21,188
	370	Investar Holding Corporation		8,103
	1,965	Kearny Financial Corporation		21,831
	44	Lakeland Bancorp, Inc.		643
	381	LCNB Corporation		5,696
	672	Macatawa Bank Corporation		5,940
	56	MainStreet Bancshares, Inc.		1,275
	570	Mercantile Bank Corporation		18,212
	35	Mid Penn Bancorp, Inc.		944
	218	Middlefield Banc Corporation		5,494
	1,153	Midland States Bancorp, Inc.		27,718
	508	MidWestOne Financial Group, Inc.		15,098
	7,621	New York Community Bancorp, Inc.		69,580
	1,129	Northfield Bancorp, Inc.		14,711
	224	Northrim BanCorp, Inc.		9,018
	2,418	Northwest Bancshares, Inc.		30,950
	1,378	OceanFirst Financial Corporation		26,361
	45	Ohio Valley Banc Corporation		1,358
	18	Old National Bancorp		266
	6	Old Point Financial Corporation		152
	4	Old Second Bancorp, Inc.		54
	700	OP Bancorp		7,343
	470	Orrstown Financial Services, Inc.		11,360
	1,329	Pacific Premier Bancorp, Inc.		38,860
	2,765	PacWest Bancorp		73,715
	62	Parke Bancorp, Inc.		1,300
	12	Pathfinder Bancorp, Inc.		239
	351	PCSB Financial Corporation		6,701
	506	Peapack-Gladstone Financial Corporation		15,028
	64	Penns Woods Bancorp, Inc.		1,478
	800	Premier Financial Corporation		20,280

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		BANKING – 18.6% (Continued)
	537	Primis Financial Corporation	$	7,319
	212	Provident Financial Holdings, Inc.		3,144
	1,370	Provident Financial Services, Inc.		30,496
	252	Prudential Bancorp, Inc.		3,813
	27	QCR Holdings, Inc.		1,458
	705	RBB Bancorp		14,572
	1,086	Renasant Corporation		31,288
	491	Republic Bancorp, Inc., Class A		23,691
	3,100	Republic First Bancorp, Inc.^(b)		11,811
	782	Riverview Bancorp, Inc.		5,146
	896	S&T Bancorp, Inc.		24,577
	153	SB Financial Group, Inc.		2,641
	396	Sierra Bancorp		8,605
	1,859	Simmons First National Corporation, Class A		39,522
	303	SmartFinancial, Inc.		7,320
	85	South Plains Financial, Inc.		2,052
	149	SouthState Corporation		11,495
	1,375	Sterling Bancorp, Inc.^(b)		7,838
	371	Summit Financial Group, Inc.		10,306
	1	Synovus Financial Corporation		36
	266	Territorial Bancorp, Inc.		5,546
	679	Texas Capital Bancshares, Inc.^(b)		35,743
	1,066	Towne Bank		28,942
	625	TrustCompany Bank Corp NY		19,275
	1,010	Trustmark Corporation		29,482
	1	Umpqua Holdings Corporation		17
	172	United Bancshares, Inc.		4,895
	2,080	United Bankshares, Inc.		72,946
	420	United Security Bancshares		3,200
	732	Univest Financial Corporation		18,622
	120	Valley National Bancorp		1,249
	5	Veritex Holdings, Inc.		146
	1,009	Washington Federal, Inc.		30,290
	602	Waterstone Financial, Inc.		10,264

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		BANKING – 18.6% (Continued)
	1,144	WesBanco, Inc.	$	36,276
	924	Western New England Bancorp, Inc.		6,893
	694	WSFS Financial Corporation		27,822
				2,290,861
		BEVERAGES – 0.0%^(a)
	51	Coffee Holding Company, Inc.		124

		BIOTECH & PHARMA – 1.1%
	4,063	Amneal Pharmaceuticals, Inc.^(b)		12,920
	9	Amphastar Pharmaceuticals, Inc.^(b)		313
	56	ANI Pharmaceuticals, Inc.^(b)		1,662
	574	Assembly Biosciences, Inc.^(b)		1,205
	5	Collegium Pharmaceutical, Inc.^(b)		89
	47	Cumberland Pharmaceuticals, Inc.^(b)		98
	113	Eagle Pharmaceuticals, Inc.^(b)		5,021
	986	Emergent BioSolutions, Inc.^(b)		30,605
	27	Enanta Pharmaceuticals, Inc.^(b)		1,276
	218	Innoviva, Inc.^(b)		3,218
	255	Ironwood Pharmaceuticals, Inc.^(b)		2,940
	575	Prestige Consumer Healthcare, Inc.^(b)		33,810
	268	REGENXBIO, Inc.^(b)		6,620
	1,022	Sangamo Therapeutics, Inc.^(b)		4,231
	897	Supernus Pharmaceuticals, Inc.^(b)		25,941
	1	United Therapeutics Corporation^(b)		236
	1,263	Voyager Therapeutics, Inc.^(b)		7,464
				137,649
		CABLE & SATELLITE – 0.1%
	704	WideOpenWest, Inc.^(b)		12,820

		CHEMICALS – 1.7%
	215	AdvanSix, Inc.		7,190
	1,783	AgroFresh Solutions, Inc.^(b)		3,192
	734	American Vanguard Corporation		16,405
	181	Ashland Global Holdings, Inc.		18,652

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		CHEMICALS – 1.7% (Continued)
	45	Ecovyst, Inc.	$	443
	1,838	Element Solutions, Inc.		32,716
	192	Haynes International, Inc.		6,292
	21	HB Fuller Company		1,265
	1	Huntsman Corporation		28
	131	Intrepid Potash, Inc.^(b)		5,933
	402	Koppers Holdings, Inc.		9,101
	42	Materion Corporation		3,097
	1	Mativ, Inc.		25
	377	Minerals Technologies, Inc.		23,125
	28	Oil-Dri Corp of America		858
	135	Quaker Houghton		20,185
	18	Rayonier Advanced Materials, Inc.^(b)		47
	112	Stepan Company		11,351
	473	Univar Solutions, Inc.^(b)		11,764
	760	Valhi, Inc.		34,458
				206,127
		COMMERCIAL SUPPORT SERVICES – 3.2%
	1,523	ABM Industries, Inc.		66,129
	2,169	Acacia Research Corporation^(b)		10,932
	25	AMN Healthcare Services, Inc.^(b)		2,743
	1,386	ARC Document Solutions, Inc.		3,645
	37	BGSF, Inc.		457
	1,479	BrightView Holdings, Inc.^(b)		17,748
	875	Cross Country Healthcare, Inc.^(b)		18,226
	1	Deluxe Corporation		22
	423	Ennis, Inc.		8,557
	150	Franchise Group, Inc.		5,261
	415	Heidrick & Struggles International, Inc.		13,430
	106	Huron Consulting Group, Inc.^(b)		6,889
	1,030	Information Services Group, Inc.		6,963
	919	Kelly Services, Inc., Class A		18,224
	608	Korn Ferry		35,276
	486	ManpowerGroup, Inc.		37,135

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		COMMERCIAL SUPPORT SERVICES – 3.2% (Continued)
	679	Resources Connection, Inc.	$	13,831
	618	Schnitzer Steel Industries, Inc., Class A		20,295
	572	Stericycle, Inc.^(b)		25,082
	731	Terminix Global Holdings, Inc.^(b)		29,715
	676	TrueBlue, Inc.^(b)		12,100
	137	UniFirst Corporation		23,589
	409	Vectrus, Inc.^(b)		13,685
				389,934
		CONSTRUCTION MATERIALS – 0.6%
	1	Apogee Enterprises, Inc.		39
	2,022	MDU Resources Group, Inc.		54,574
	621	Summit Materials, Inc., Class A^(b)		14,463
				69,076
		CONSUMER SERVICES – 1.8%
	699	Adtalem Global Education, Inc.^(b)		25,143
	568	American Public Education, Inc.^(b)		9,179
	72	Graham Holdings Company, Class B		40,812
	274	Grand Canyon Education, Inc.^(b)		25,808
	1,017	Lincoln Educational Services Corporation^(b)		6,417
	363	Matthews International Corporation, Class A		10,407
	2,263	Perdoceo Education Corporation^(b)		26,658
	539	Strategic Education, Inc.		38,043
	853	Stride, Inc.^(b)		34,794
	807	Universal Technical Institute, Inc.^(b)		5,754
				223,015
		CONTAINERS & PACKAGING – 0.3%
	372	Greif, Inc., Class A		23,206
	283	TriMas Corporation		7,836
				31,042
		E-COMMERCE DISCRETIONARY – 0.1%
	875	1-800-Flowers.com, Inc., Class A^(b)		8,321
	519	Lands End, Inc.^(b)		5,512
				13,833

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		ELECTRICAL EQUIPMENT – 1.7%
	420	Advanced Energy Industries, Inc.	$	30,652
	21	API Group Corporation^(b)		314
	247	Argan, Inc.		9,218
	838	Bel Fuse, Inc., Class B		13,039
	547	Belden, Inc.		29,139
	295	Itron, Inc.^(b)		14,582
	644	Kimball Electronics, Inc.^(b)		12,944
	187	Littelfuse, Inc.		47,506
	14	LSI Industries, Inc.		86
	169	National Instruments Corporation		5,278
	248	OSI Systems, Inc.^(b)		21,189
	208	Powell Industries, Inc.		4,861
	111	Preformed Line Products Company		6,827
	16	RF Industries Ltd.^(b)		99
	353	SPX Corporation^(b)		18,653
	129	WidePoint Corporation^(b)		308
				214,695
		ENGINEERING & CONSTRUCTION – 0.5%
	347	Arcosa, Inc.		16,111
	1	Dycom Industries, Inc.^(b)		93
	1	EMCOR Group, Inc.		103
	18	Fluor Corporation^(b)		438
	61	Granite Construction, Inc.		1,778
	9	KBR, Inc.		435
	44	Limbach Holdings, Inc.^(b)		235
	1	MasTec, Inc.^(b)		72
	279	Mistras Group, Inc.^(b)		1,657
	2	MYR Group, Inc.^(b)		176
	21	Orion Group Holdings, Inc.^(b)		48
	605	Primoris Services Corporation		13,165
	653	Sterling Infrastructure, Inc.^(b)		14,314
	342	Tutor Perini Corporation^(b)		3,003
	278	VSE Corporation		10,447
				62,075

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		ENTERTAINMENT CONTENT – 0.2%
	957	AMC Networks, Inc., Class A^(b)	$	27,868

		FOOD – 3.1%
	150	Alico, Inc.		5,344
	750	B&G Foods, Inc.		17,835
	557	Cal-Maine Foods, Inc.		27,521
	704	Hain Celestial Group, Inc.^(b)		16,713
	1,872	Hostess Brands, Inc.^(b)		39,705
	607	Ingredion, Inc.		53,513
	281	Landec Corporation^(b)		2,802
	37	Natural Health Trends Corporation		199
	322	Natures Sunshine Products, Inc.^(b)		3,436
	622	Post Holdings, Inc.^(b)		51,222
	18	S&W Seed Company^(b)		18
	353	Sanderson Farms, Inc.		76,082
	14	Seaboard Corporation		54,356
	191	Seneca Foods Corporation, Class A^(b)		10,608
	1	Simply Good Foods Company^(b)		38
	1	Tootsie Roll Industries, Inc.		35
	562	TreeHouse Foods, Inc.^(b)		23,503
				382,930
		FORESTRY, PAPER & WOOD PRODUCTS – 1.1%
	807	Boise Cascade Company		48,009
	14	Glatfelter Corporation		96
	2,662	Mercer International, Inc.		35,005
	2	Neenah, Inc.		68
	3,718	Resolute Forest Products, Inc.		47,442
				130,620
		HEALTH CARE FACILITIES & SERVICES – 2.3%
	988	Acadia Healthcare Company, Inc.^(b)		66,818
	1,085	AdaptHealth Corporation^(b)		19,573
	1,727	Brookdale Senior Living, Inc.^(b)		7,841
	924	Covetrus, Inc.^(b)		19,173

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		HEALTH CARE FACILITIES & SERVICES – 2.3% (Continued)
	366	HealthEquity, Inc.^(b)	$	22,469
	79	LHC Group, Inc.^(b)		12,303
	1,062	MEDNAX, Inc.^(b)		22,313
	163	National HealthCare Corporation		11,394
	118	OPKO Health, Inc.^(b)		299
	251	Owens & Minor, Inc.		7,894
	1,476	Patterson Companies, Inc.		44,723
	793	Premier, Inc., Class A		28,294
	4	Psychemedics Corporation		25
	876	Select Medical Holdings Corporation		20,691
				283,810
		HOME & OFFICE PRODUCTS – 0.4%
	2,422	ACCO Brands Corporation		15,816
	58	Hooker Furnishings Corporation		902
	63	iRobot Corporation^(b)		2,315
	4	Kewaunee Scientific Corporation^(b)		66
	45	Kimball International, Inc., Class B		345
	488	Lifetime Brands, Inc.		5,388
	2,506	Steelcase, Inc., Class A		26,889
	100	Virco Mfg. Corporation^(b)		385
				52,106
		HOME CONSTRUCTION – 4.7%
	139	American Woodmark Corporation^(b)		6,256
	1,357	Beazer Homes USA, Inc.^(b)		16,379
	636	Century Communities, Inc.		28,601
	5	Dixie Group, Inc.^(b)		6
	1,301	Forestar Group, Inc.^(b)		17,811
	1,493	Green Brick Partners, Inc.^(b)		29,218
	872	Griffon Corporation		24,442
	1	Interface, Inc.		13
	1,189	KB Home		33,839
	235	LGI Homes, Inc.^(b)		20,422
	1,193	M/I Homes, Inc.^(b)		47,314
	2,132	MDC Holdings, Inc.		68,885

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		HOME CONSTRUCTION – 4.7% (Continued)
	1,094	Meritage Homes Corporation^(b)	$	79,315
	495	Patrick Industries, Inc.		25,661
	3,793	Taylor Morrison Home Corporation^(b)		88,604
	1,050	Toll Brothers, Inc.		46,830
	2,636	Tri Pointe Homes, Inc.^(b)		44,469
				578,065
		HOUSEHOLD PRODUCTS – 0.5%
	12	Central Garden & Pet Company, Class A^(b)		480
	546	Clearwater Paper Corporation^(b)		18,362
	290	Crown Crafts, Inc. ARS		1,815
	721	Edgewell Personal Care Company		24,889
	110	Nu Skin Enterprises, Inc., Class A		4,763
	757	Quanex Building Products Corporation		17,222
				67,531
		INDUSTRIAL INTERMEDIATE PRODUCTS – 0.7%
	585	Ampco-Pittsburgh Corporation^(b)		2,264
	290	AZZ, Inc.		11,838
	195	Core Molding Technologies, Inc.^(b)		1,792
	121	Eastern Company		2,461
	25	EnPro Industries, Inc.		2,048
	345	L B Foster Company, Class A^(b)		4,440
	20	Park-Ohio Holdings Corporation		317
	121	Strattec Security Corporation^(b)		4,011
	971	Timken Company		51,512
	603	Tredegar Corporation		6,030
				86,713
		INDUSTRIAL SUPPORT SERVICES – 0.6%
	244	DXP Enterprises, Inc.^(b)		7,474
	2,618	Resideo Technologies, Inc.^(b)		50,842
	606	Titan Machinery, Inc.^(b)		13,580
	1	WESCO International, Inc.^(b)		107
				72,003

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		INSTITUTIONAL FINANCIAL SERVICES – 0.0% ^(b)
	1	Jefferies Financial Group, Inc.	$	28

		INSURANCE – 7.3%
	4,021	American Equity Investment Life Holding Company		147,048
	1,159	Brighthouse Financial, Inc.^(b)		47,542
	3,105	Citizens, Inc.^(b)		13,010
	6,783	CNO Financial Group, Inc.		122,705
	1,618	Donegal Group, Inc., Class A		27,587
	850	eHealth, Inc.^(b)		7,931
	785	Employers Holdings, Inc.		32,884
	19,988	Genworth Financial, Inc., Class A^(b)		70,558
	774	Hallmark Financial Services, Inc.^(b)		1,873
	966	Horace Mann Educators Corporation		37,075
	2,017	Kemper Corporation		96,614
	551	Kingstone Companies, Inc.		2,171
	62	National Western Life Group, Inc., Class A		12,568
	2,654	NMI Holdings, Inc., Class A^(b)		44,189
	3,033	ProAssurance Corporation		71,670
	5,116	Radian Group, Inc.		100,529
	1,110	Security National Financial Corporation, Class A^(b)		9,389
	337	Tiptree, Inc.		3,579
	246	Unico American Corporation^(b)		531
	849	United Fire Group, Inc.		29,061
	338	United Insurance Holdings Corporation		527
	1,211	Universal Insurance Holdings, Inc.		15,779
	245	Unum Group		8,335
				903,155
		INTERNET MEDIA & SERVICES – 0.2%
	448	Cars.com, Inc.^(b)		4,225
	246	DHI Group, Inc.^(b)		1,222
	650	HealthStream, Inc.^(b)		14,111
	1,449	TrueCar, Inc.^(b)		3,753
	1	Yelp, Inc.^(b)		28
				23,339

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		LEISURE FACILITIES & SERVICES – 0.5%
	10	Ark Restaurants Corporation	$	180
	17	Biglari Holdings, Inc.^(b)		2,086
	1,295	Carrols Restaurant Group, Inc.		2,616
	775	Century Casinos, Inc.^(b)		5,580
	353	Chuys Holdings, Inc.^(b)		7,032
	426	El Pollo Loco Holdings, Inc.^(b)		4,192
	555	Fiesta Restaurant Group, Inc.^(b)		3,963
	834	Good Times Restaurants, Inc.^(b)		2,510
	595	Marcus Corporation^(b)		8,788
	1,001	Penn National Gaming, Inc.^(b)		30,450
				67,397
		LEISURE PRODUCTS – 1.5%
	481	Escalade, Inc.		6,248
	541	Funko, Inc., Class A^(b)		12,075
	216	LCI Industries		24,166
	407	Smith & Wesson Brands, Inc.		5,344
	979	Thor Industries, Inc.		73,161
	949	Vista Outdoor, Inc.^(b)		26,477
	731	Winnebago Industries, Inc.		35,497
				182,968
		MACHINERY – 0.8%
	1	AGCO Corporation		99
	126	Alamo Group, Inc.		14,670
	588	Altra Industrial Motion Corporation		20,727
	176	Astec Industries, Inc.		7,177
	292	CECO Environmental Corporation^(b)		1,746
	61	Columbus McKinnon Corporation		1,731
	175	ESCO Technologies, Inc.		11,965
	29	Flowserve Corporation		830
	270	Gencor Industries, Inc.^(b)		2,743
	1	Hillenbrand, Inc.		41
	216	Hurco Companies, Inc.		5,344
	4	Hyster-Yale Materials Handling, Inc., Class A		129
	118	Intevac, Inc.^(b)		571

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		MACHINERY – 0.8% (Continued)
	709	Kennametal, Inc.	$	16,470
	495	LS Starrett Company, Class A^(b)		3,475
	594	Manitowoc Company, Inc.^(b)		6,255
	396	NN, Inc.^(b)		1,002
				94,975
		MEDICAL EQUIPMENT & DEVICES – 1.5%
	452	AngioDynamics, Inc.^(b)		8,746
	401	Artivion, Inc.^(b)		7,571
	678	Avanos Medical, Inc.^(b)		18,537
	207	Fonar Corporation^(b)		3,144
	719	Harvard Bioscience, Inc.^(b)		2,588
	23	ICU Medical, Inc.^(b)		3,781
	178	Inogen, Inc.^(b)		4,304
	266	Integer Holdings Corporation^(b)		18,796
	56	Integra LifeSciences Holdings Corporation^(b)		3,026
	588	Meridian Bioscience, Inc.^(b)		17,887
	18	Merit Medical Systems, Inc.^(b)		977
	8	Myriad Genetics, Inc.^(b)		145
	698	Natus Medical, Inc.^(b)		22,874
	52	NuVasive, Inc.^(b)		2,556
	608	QuidelOrtho Corporation^(b)		59,085
	8	Utah Medical Products, Inc.		687
	717	Varex Imaging Corporation^(b)		15,337
				190,041
		METALS & MINING – 0.8%
	1	Alcoa Corporation		46
	884	Coeur Mining, Inc.^(b)		2,687
	19	CONSOL Energy, Inc.^(b)		938
	1	Encore Wire Corporation		104
	1,720	Gold Resource Corporation		2,804
	4,866	Hecla Mining Company		19,075
	834	Peabody Energy Corporation^(b)		17,789
	3,483	SunCoke Energy, Inc.		23,719

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		METALS & MINING – 0.8% (Continued)
	1,161	Warrior Met Coal, Inc.	$	35,538
				102,700
		OIL & GAS PRODUCERS – 5.9%
	235	Antero Resources Corporation^(b)		7,203
	4,661	Berry Corporation		35,517
	1,691	Callon Petroleum Company^(b)		66,287
	11,726	Centennial Resource Development, Inc., Class A^(b)		70,122
	1	Civitas Resources, Inc.		52
	4,463	CNX Resources Corporation^(b)		73,461
	833	Comstock Resources, Inc.^(b)		10,063
	934	Delek US Holdings, Inc.^(b)		24,135
	2,091	Earthstone Energy, Inc., Class A^(b)		28,542
	1	EQT Corporation		34
	23	Equitrans Midstream Corporation		146
	1,634	HF Sinclair Corporation		73,791
	1,098	Kimbell Royalty Partners, L.P.		17,217
	1	Matador Resources Company		47
	2,413	Murphy Oil Corporation		72,849
	1,919	PBF Energy, Inc., Class A^(b)		55,689
	2	PDC Energy, Inc.		123
	3,918	Plains GP Holdings, L.P. – Series MLP		40,434
	97	Ranger Oil Corporation^(b)		3,188
	5,604	Ring Energy, Inc.^(b)		14,907
	103	SilverBow Resources, Inc.^(b)		2,921
	3,103	Talos Energy, Inc.^(b)		48,003
	767	TravelCenters of America, Inc.^(b)		26,439
	704	Whiting Petroleum Corporation		47,893
				719,063
		OIL & GAS SERVICES & EQUIPMENT – 1.0%
	1,930	Archrock, Inc.		15,961
	8	Dawson Geophysical Company^(b)		11
	336	Dril-Quip, Inc.^(b)		8,669
	225	Geospace Technologies Corporation^(b)		1,067
	734	Helix Energy Solutions Group, Inc.^(b)		2,275

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		OIL & GAS SERVICES & EQUIPMENT – 1.0% (Continued)
	479	Helmerich & Payne, Inc.	$	20,626
	4	MRC Global, Inc.^(b)		40
	126	Natural Gas Services Group, Inc.^(b)		1,386
	2,382	Newpark Resources, Inc.^(b)		7,360
	824	NOV, Inc.		13,934
	1,739	NOW, Inc.^(b)		17,007
	1,464	ProPetro Holding Corporation^(b)		14,640
	598	Select Energy Services, Inc., Class A^(b)		4,078
	24	Smart Sand, Inc.^(b)		48
	461	Solaris Oilfield Infrastructure, Inc., Class A		5,016
	618	Thermon Group Holdings, Inc.^(b)		8,683
	402	US Silica Holdings, Inc.^(b)		4,591
				125,392
		PUBLISHING & BROADCASTING – 1.6%
	1,992	Beasley Broadcast Group, Inc., Class A^(b)		2,550
	1,747	Cumulus Media, Inc., Class A^(b)		13,504
	1,954	Entravision Communications Corporation, Class A		8,910
	3,091	EW Scripps Company, Class A^(b)		38,545
	4,808	Gannett Company, Inc.^(b)		13,943
	4	Gray Television, Inc.		68
	66	Hemisphere Media Group, Inc.^(b)		504
	2,282	iHeartMedia, Inc., Class A^(b)		18,005
	70	Saga Communications, Inc., Class A		1,739
	369	Scholastic Corporation		13,273
	4,044	TEGNA, Inc.		84,803
	127	Townsquare Media, Inc., Class A^(b)		1,040
				196,884
		REAL ESTATE OWNERS & DEVELOPERS – 0.3%
	1,742	Five Point Holdings, LLC^(b)		6,811
	17	FRP Holdings, Inc.^(b)		1,026
	363	Howard Hughes Corporation^(b)		24,702
	1	Stratus Properties, Inc.^(b)		33
				32,572

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		REAL ESTATE SERVICES – 0.5%
	4,441	Anywhere Real Estate, Inc.^(b)	$	43,655
	836	RE/MAX Holdings, Inc., Class A		20,499
				64,154
		REIT – 0.0%
	9	Ellington Financial, Inc.		132

		RENEWABLE ENERGY – 0.3%
	32	Alto Ingredients, Inc.^(b)		119
	550	EnerSys		32,428
	13	FutureFuel Corporation		95
	393	Ultralife Corporation^(b)		1,788
				34,430
		RETAIL – CONSUMER STAPLES – 1.0%
	1,566	Big Lots, Inc.		32,839
	353	Ingles Markets, Inc., Class A		30,623
	737	SpartanNash Company		22,235
	680	Village Super Market, Inc., Class A		15,511
	269	Weis Markets, Inc.		20,051
				121,259
		RETAIL – DISCRETIONARY – 5.3%
	3	Aarons Company, Inc.		44
	357	Abercrombie & Fitch Company, Class A^(b)		6,040
	1,614	American Eagle Outfitters, Inc.		18,044
	104	Americas Car-Mart, Inc.^(b)		10,462
	454	Asbury Automotive Group, Inc.^(b)		76,880
	1	AutoNation, Inc.^(b)		112
	346	Bassett Furniture Industries, Inc.		6,269
	24	Beacon Roofing Supply, Inc.^(b)		1,233
	612	Big 5 Sporting Goods Corporation		6,861
	193	BlueLinx Holdings, Inc.^(b)		12,894
	79	Build-A-Bear Workshop, Inc.		1,297
	5	Caleres, Inc.		131
	110	Citi Trends, Inc.^(b)		2,601
	1,621	Conns, Inc.^(b)		13,000

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		RETAIL – DISCRETIONARY – 5.3% (Continued)
	882	Container Store Group, Inc.^(b)	$	5,495
	1	Designer Brands, Inc., Class A		13
	1	Dicks Sporting Goods, Inc.		75
	751	Ethan Allen Interiors, Inc.		15,178
	2,492	Foot Locker, Inc.		62,923
	1,963	Gap, Inc.		16,175
	402	Genesco, Inc.^(b)		20,064
	400	GMS, Inc.^(b)		17,800
	327	Group 1 Automotive, Inc.		55,525
	244	Guess?, Inc.		4,160
	264	Haverty Furniture Companies, Inc.		6,120
	104	Hibbett, Inc.		4,546
	829	Kirklands, Inc.^(b)		2,918
	2,024	Kohls Corporation		72,237
	731	La-Z-Boy, Inc.		17,332
	779	Lazydays Holdings, Inc.^(b)		9,177
	489	LL Flooring Holdings, Inc.^(b)		4,582
	599	MarineMax, Inc.^(b)		21,636
	257	Monro, Inc.		11,020
	1	Penske Automotive Group, Inc.		105
	4	PetIQ, Inc.^(b)		67
	4,281	Qurate Retail, Inc. – Series A		12,286
	863	Rush Enterprises, Inc., Class A		41,597
	620	Shoe Carnival, Inc.		13,398
	963	Sonic Automotive, Inc., Class A		35,275
	908	Sportsmans Warehouse Holdings, Inc.^(b)		8,708
	814	Tile Shop Holdings, Inc.		2,499
	626	Tillys, Inc., Class A		4,395
	732	Urban Outfitters, Inc.^(b)		13,659
	819	Vera Bradley, Inc.^(b)		3,554
	382	Zumiez, Inc.^(b)		9,932
				648,319
		SEMICONDUCTORS – 2.7%
	3,455	Amkor Technology, Inc.		58,562

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		SEMICONDUCTORS – 2.7% (Continued)
	227	Amtech Systems, Inc.^(b)	$	1,657
	215	Axcelis Technologies, Inc.^(b)		11,791
	388	CEVA, Inc.^(b)		13,021
	680	Cirrus Logic, Inc.^(b)		49,327
	1	Cohu, Inc.^(b)		28
	517	CTS Corporation		17,604
	459	Data I/O Corporation^(b)		1,409
	60	Diodes, Inc.^(b)		3,874
	227	FormFactor, Inc.^(b)		8,792
	337	GSI Technology, Inc.^(b)		1,163
	328	IPG Photonics Corporation^(b)		30,875
	74	Kulicke & Soffa Industries, Inc.		3,168
	741	MagnaChip Semiconductor Corporation^(b)		10,767
	9	NeoPhotonics Corporation^(b)		142
	110	Onto Innovation, Inc.^(b)		7,671
	684	Photronics, Inc.^(b)		13,324
	1,695	Rambus, Inc.^(b)		36,425
	260	Richardson Electronics Ltd.		3,812
	48	Trio-Tech International^(b)		208
	423	Ultra Clean Holdings, Inc.^(b)		12,593
	111	Veeco Instruments, Inc.^(b)		2,153
	2,488	Vishay Intertechnology, Inc.		44,336
				332,702
		SOFTWARE – 1.8%
	1,325	ACI Worldwide, Inc.^(b)		34,304
	2,063	Allscripts Healthcare Solutions, Inc.^(b)		30,594
	287	Asure Software, Inc.^(b)		1,636
	3,289	Avaya Holdings Corporation^(b)		7,367
	549	CareCloud, Inc.^(b)		1,880
	361	Computer Programs and Systems, Inc.^(b)		11,541
	180	Digi International, Inc.^(b)		4,360
	535	Ebix, Inc.		9,042
	30	NextGen Healthcare, Inc.^(b)		523
	322	OneSpan, Inc.^(b)		3,832

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		SOFTWARE – 1.8% (Continued)
	70	PDF Solutions, Inc.^(b)	$	1,506
	2,387	SolarWinds Corporation		24,467
	675	Verint Systems, Inc.^(b)		28,586
	2,526	Xperi Holding Corporation		36,450
	272	Ziff Davis, Inc.^(b)		20,272
				216,360
		SPECIALTY FINANCE – 5.1%
	2,085	Air Lease Corporation		69,702
	1,331	Bread Financial Holdings, Inc.		49,327
	577	Consumer Portfolio Services, Inc.^(b)		5,914
	9	Elevate Credit, Inc.^(b)		21
	933	Enova International, Inc.^(b)		26,889
	1,630	EZCORP, Inc., Class A^(b)		12,241
	378	GATX Corporation		35,592
	1	Investors Title Company		157
	8,134	MGIC Investment Corporation		102,488
	2,686	Mr Cooper Group, Inc.^(b)		98,684
	4,508	Navient Corporation		63,067
	9	Nelnet, Inc., Class A		767
	1,918	PennyMac Financial Services, Inc.		83,836
	1,008	PRA Group, Inc.^(b)		36,651
	2	Regional Management Corporation		75
	699	Stewart Information Services Corporation		34,775
	31	Willis Lease Finance Corporation^(b)		1,162
				621,348
		STEEL – 1.7%
	707	Carpenter Technology Corporation		19,732
	2,920	Commercial Metals Company		96,652
	76	Friedman Industries, Inc.		619
	72	Northwest Pipe Company^(b)		2,156
	559	Olympic Steel, Inc.		14,394
	1,277	Ryerson Holding Corporation		27,187
	1,322	TimkenSteel Corporation^(b)		24,735

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		STEEL – 1.7% (Continued)
	393	Worthington Industries, Inc.	$	17,331
				202,806
		TECHNOLOGY HARDWARE – 4.1%
	618	ADTRAN, Inc.		10,833
	204	AstroNova, Inc.^(b)		2,444
	25	Aviat Networks, Inc.^(b)		626
	2,750	Avnet, Inc.		117,920
	469	Aware, Inc.^(b)		1,116
	661	Benchmark Electronics, Inc.		14,912
	639	Comtech Telecommunications Corporation		5,796
	1,398	Daktronics, Inc.^(b)		4,208
	753	EMCORE Corporation^(b)		2,312
	39	GoPro, Inc., Class A^(b)		216
	839	Harmonic, Inc.^(b)		7,274
	380	InterDigital, Inc.		23,104
	2	Jabil, Inc.		102
	392	Key Tronic Corporation^(b)		1,729
	1,290	Knowles Corporation^(b)		22,356
	215	Maxar Technologies, Inc.		5,609
	657	NETGEAR, Inc.^(b)		12,167
	928	NetScout Systems, Inc.^(b)		31,413
	731	PCTEL, Inc.		2,990
	218	Plexus Corporation^(b)		17,113
	3,218	Ribbon Communications, Inc.^(b)		9,783
	1,105	Sanmina Corporation^(b)		45,007
	1,092	Super Micro Computer, Inc.^(b)		44,062
	2,180	TTM Technologies, Inc.^(b)		27,250
	227	Universal Electronics, Inc.^(b)		5,804
	865	ViaSat, Inc.^(b)		26,495
	470	Viavi Solutions, Inc.^(b)		6,218
	245	Vishay Precision Group, Inc.^(b)		7,137
	581	VOXX International Corporation^(b)		5,409
	2,741	Xerox Holdings Corporation		40,704
				502,109

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		TECHNOLOGY SERVICES – 1.2%
	385	comScore, Inc.^(b)	$	793
	8,424	Conduent, Inc.^(b)		36,392
	25	CSG Systems International, Inc.		1,492
	11	ICF International, Inc.		1,045
	289	Insight Enterprises, Inc.^(b)		24,935
	39	John Wiley & Sons, Inc., Class A		1,863
	205	ManTech International Corporation, Class A		19,567
	685	MAXIMUS, Inc.		42,819
	108	NetSol Technologies, Inc.^(b)		344
	5	RCM Technologies, Inc.^(b)		101
	1,053	Repay Holdings Corporation^(b)		13,531
	791	StarTek, Inc.^(b)		2,286
				145,168
		TELECOMMUNICATIONS – 1.0%
	369	ATN International, Inc.		17,310
	1,471	Consolidated Communications Holdings, Inc.^(b)		10,297
	2,169	EchoStar Corporation, Class A^(b)		41,862
	278	KVH Industries, Inc.^(b)		2,419
	425	Spok Holdings, Inc.		2,677
	3,303	Telephone and Data Systems, Inc.		52,154
				126,719
		TOBACCO & CANNABIS – 0.2%
	433	Universal Corporation		26,196

		TRANSPORTATION & LOGISTICS – 4.2%
	1,489	Air Transport Services Group, Inc.^(b)		42,779
	445	ArcBest Corporation		31,315
	1,081	Atlas Air Worldwide Holdings, Inc.^(b)		66,708
	717	Covenant Logistics Group, Inc.		17,990
	1,017	Heartland Express, Inc.		14,146
	609	Hub Group, Inc., Class A^(b)		43,202
	168	JetBlue Airways Corporation^(b)		1,406
	618	Kirby Corporation^(b)		37,599
	595	Marten Transport Ltd.		10,008

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		TRANSPORTATION & LOGISTICS – 4.2% (Continued)
	860	Matson, Inc.	$	62,677
	382	Overseas Shipholding Group, Inc., Class A^(b)		783
	96	Patriot Transportation Holding, Inc.		714
	845	Radiant Logistics, Inc.^(b)		6,270
	735	Ryder System, Inc.		52,229
	2,446	Schneider National, Inc., Class B		54,741
	119	SkyWest, Inc.^(b)		2,529
	485	Spirit Airlines, Inc.^(b)		11,562
	376	Universal Logistics Holdings, Inc.		10,269
	487	USA Truck, Inc.^(b)		15,302
	955	Werner Enterprises, Inc.		36,806
				519,035
		TRANSPORTATION EQUIPMENT – 0.2%
	875	Commercial Vehicle Group, Inc.^(b)		5,110
	340	Greenbrier Companies, Inc.		12,237
	732	REV Group, Inc.		7,957
	59	Wabash National Corporation		801
				26,105
		WHOLESALE – CONSUMER STAPLES – 0.4%
	600	Andersons, Inc.		19,794
	845	United Natural Foods, Inc.^(b)		33,293
				53,087
		WHOLESALE – DISCRETIONARY – 0.8%
	48	Acme United Corporation		1,520
	432	Educational Development Corporation		1,823
	322	ePlus, Inc.^(b)		17,105
	831	G-III Apparel Group Ltd.^(b)		16,811
	1,435	KAR Auction Services, Inc.^(b)		21,195
	452	PC Connection, Inc.		19,911
	517	ScanSource, Inc.^(b)		16,099
	19	Veritiv Corporation^(b)		2,062
	7	Wayside Technology Group, Inc.		233
	443	ZAGG CVR^(b)(c)		—
				96,759

See
accompanying notes to financial statements.

ACCLIVITY
SMALL CAP VALUE FUND

SCHEDULE
OF INVESTMENTS (Continued)

June
30, 2022 (Unaudited)

Shares			Value
		COMMON STOCKS — 98.6% (Continued)
		TOTAL COMMON STOCKS (Cost $13,169,960)	$	12,124,238

		PARTNERSHIP SHARES — 1.3%
		METALS & MINING – 0.0%^(a)
	300	Alliance Resource Partners, L.P.		5,469

		OIL & GAS PRODUCERS – 1.3%
	1,240	Crestwood Equity Partners, L.P.		29,859
	1,654	DCP Midstream, L.P.		48,925
	1,893	Genesis Energy, L.P.		15,182
	832	Global Partners, L.P.		19,552
	2,812	NuStar Energy, L.P.		39,368
	3	Plains All American Pipeline, L.P.		29
				152,915
		SPECIALTY FINANCE – 0.0%
	23	America First Multifamily Investors, L.P.		421
	114	Fortress Transportation and Infrastructure Investors, LLC		2,205
				2,626

		TOTAL PARTNERSHIP SHARES (Cost $166,410)		161,010

		RIGHT — 0.0%^(a)
		RENEWABLE ENERGY – 0.0%^(a)
	2	Pineapple Energy, Inc. ^(b) (Cost $3)		3

		TOTAL INVESTMENTS – 99.9% (Cost $13,336,373)	$	12,285,251
		OTHER ASSETS IN EXCESS OF LIABILITIES- 0.1%		7,761
		NET ASSETS – 100.0%	$	12,293,012

^(a)

Amount
represents less than .05%

^(b)

Non-income
producing security.

^(c)

Fair
value was determined using significant unobservable inputs. See Note 2.

See
accompanying notes to financial statements.

Acclivity
Funds

STATEMENTS
OF ASSETS AND LIABILITIES (Unaudited)

June
30, 2022

	Acclivity Mid Cap			Acclivity Small Cap
	Multi-Style Fund			Value Fund
ASSETS
Investment securities:
At cost	$	457,795		$	13,336,373
At value	$	437,531		$	12,285,251
Receivable for Fund shares sold		—			2,570
Dividends and interest receivable		347			8,720
Receivable due from Adviser		22,385			27,381
Prepaid expenses and other assets		2,550			24,105
TOTAL ASSETS		462,813			12,348,027

LIABILITIES
Due to Custodian		—			24,600
Audit fees payable		6,924			7,052
Payable to related parties		10,858			5,059
Accrued expenses and other liabilities		14,884			18,304
TOTAL LIABILITIES		32,666			55,015
NET ASSETS	$	430,147		$	12,293,012

Net Assets Consist Of:
Paid in capital	$	433,433		$	12,684,104
Accumulated deficit		(3,286	)		(391,092	)
NET ASSETS	$	430,147		$	12,293,012

Net Asset Value Per Share:
Class I Shares:
Net Assets	$	430,136		$	12,292,997
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized)		38,445			841,567
Net asset value (Net Assets ÷ Shares Outstanding), offering price and redemption price per share	$	11.19		$	14.61

Class N Shares:
Net Assets	$	11		$	15
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized)		1			1
Net asset value (Net Assets ÷ Shares Outstanding), offering price and redemption price per share	$	11.19	(a)	$	14.76	(a)

(a)

Net
asset value may not recalculate due to the rounding of net assets and/or shares outstanding.

See
accompanying notes to financial statements.

Acclivity
Funds

STATEMENTS
OF OPERATIONS (Unaudited)

For
the Six Months Ended June 30, 2022

	Acclivity Mid Cap			Acclivity Small Cap
	Multi-Style Fund			Value Fund
INVESTMENT INCOME
Dividends (Foreign Taxes Withheld – $0 and $14, respectively)	$	2,681		$	81,942
Interest		40			461
TOTAL INVESTMENT INCOME		2,721			82,403

EXPENSES
Investment advisory fees		578			19,222
Administration fees		16,076			17,765
Trustees fees		18,000			13,374
Legal fees		14,117			16,885
Transfer agent fees		11,799			12,188
Registration fees		1,001			16,486
Audit fees		8,906			7,441
Compliance officer fees		3,557			3,452
Insurance expense		3,157			3,283
Shareholder reporting expense		838			4,234
Custody fees		2,968			1,280
Fund accounting fees		1,316			2,519
Third party administrative servicing fees		51			3,262
Other expenses		2,824			5,908
TOTAL EXPENSES		85,188			127,299

Less: Fees waived/reimbursed by the Adviser		(84,460	)		(103,619	)

NET EXPENSES		728			23,680
NET INVESTMENT INCOME		1,993			58,723

REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS
Net realized gain from investments		6,243			202,837
Net change in unrealized depreciation on investments		(73,315	)		(1,767,552	)

NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS		(67,072	)		(1,564,715	)

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(65,079	)	$	(1,505,992	)

See
accompanying notes to financial statements.

Acclivity
Mid Cap Multi-Style Fund

STATEMENTS
OF CHANGES IN NET ASSETS

	For the Six Months Ended			For the Year Ended
	June 30, 2022			December 31,
	(Unaudited)			2021
FROM OPERATIONS
Net investment income	$	1,993		$	2,814
Net realized gain from investments		6,243			23,822
Net change in unrealized appreciation/(depreciation) of investments		(73,315	)		22,276
Net increase/(decrease) in net assets resulting from operations		(65,079	)		48,912

DISTRIBUTIONS TO SHAREHOLDERS
Total Distributions Paid
Class I		—			(3,958	)
Class N		—			(0	) ^
Net decrease in net assets from distributions to shareholders		—			(3,958	)

FROM SHARES OF BENEFICIAL INTEREST
Proceeds from shares sold
Class I		199,501			105,000
Net asset value of shares issued in reinvestment of distributions
Class I		—			3,958
Class N		—			0	^
Net increase in net assets from shares of beneficial interest		199,501			108,958

TOTAL INCREASE IN NET ASSETS		134,422			153,912

NET ASSETS
Beginning of Period		295,725			141,813
End of Period	$	430,147		$	295,725

SHARE ACTIVITY – CLASS I
Shares sold		16,353			8,954
Shares reinvested		—			296
Net increase in shares of beneficial interest outstanding		16,353			9,250

SHARE ACTIVITY – CLASS N
Shares reinvested		—			0	#
Net increase in shares of beneficial interest outstanding		—			—

Amount
represents less than $0.50.

Amount
represents less than 0.50 shares.

See
accompanying notes to financial statements.

Acclivity
Small Cap Value Fund

STATEMENTS
OF CHANGES IN NET ASSETS

	For the Six Months Ended			For the Year Ended
	June 30, 2022			December 31,
	(Unaudited)			2021
FROM OPERATIONS
Net investment income	$	58,723		$	78,324
Net realized gain from investments		202,837			938,593
Distributions of realized gains from underlying investment companies		—			42
Net change in unrealized appreciation/(depreciation) of investments		(1,767,552	)		70,568
Net increase/(decrease) in net assets resulting from operations		(1,505,992	)		1,087,527

DISTRIBUTIONS TO SHAREHOLDERS
Total Distributions Paid
Class I		—			(256,124	)
Class N		—			(0	) ^
Net decrease in net assets from distributions to shareholders		—			(256,124	)

FROM SHARES OF BENEFICIAL INTEREST
Proceeds from shares sold
Class I		6,601,501			7,622,596
Class N		—			62,212
Net asset value of shares issued in reinvestment of distributions
Class I		—			209,922
Class N		—			0	^
Payments for shares redeemed
Class I		(3,451,001	)		(832,252	)
Class N		—			(80,633	)
Net increase in net assets from shares of beneficial interest		3,150,500			6,981,845

TOTAL INCREASE IN NET ASSETS		1,644,508			7,813,248

NET ASSETS
Beginning of Period		10,648,504			2,835,256
End of Period	$	12,293,012		$	10,648,504

SHARE ACTIVITY – CLASS I
Shares sold		416,567			446,660
Shares reinvested		—			12,684
Shares redeemed		(210,443	)		(51,938	)
Net increase in shares of beneficial interest outstanding		206,124			407,406

SHARE ACTIVITY – CLASS N
Shares sold		—			4,059
Shares reinvested		—			0	#
Shares redeemed		—			(4,885	)
Net decrease in shares of beneficial interest outstanding		—			(826	)

Amount
represents less than $0.50.

Amount
represents less than 0.50 shares.

See
accompanying notes to financial statements.

Acclivity
Mid Cap Multi-Style Fund

FINANCIAL
HIGHLIGHTS

Per
Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period

	Class I
	Six Months Ended			Year Ended			Period* Ended
	June 30, 2022			December 31,			December 31,
	(Unaudited)			2021			2020
Net asset value, beginning of period	$	13.39		$	11.04		$	10.00
Activity from investment operations:
Net investment income (1)		0.07			0.13			0.10
Net realized and unrealized gain/(loss) on investments		(2.27	)		2.40			0.94
Total from investment operations		(2.20	)		2.53			1.04
Less distributions from:
Net investment income		—			(0.18	)		—
Net realized gains		—			(0.00	) (8)		—
Total distributions		—			(0.18	)		—
Net asset value, end of period	$	11.19		$	13.39		$	11.04
Total return (2)		(16.43	)% (3)		22.93	%		10.40	% (3)
Net assets, at end of period (000s)	$	430		$	296		$	142
Ratio of gross expenses to average net assets (4)(5)		51.48	% (6)		53.69	%		97.49	% (6)
Ratio of net expenses to average net assets (5)		0.44	% (6)		0.44	%		0.47	% (6)
Ratio of net investment income to average net assets (5)(7)		1.20	% (6)		1.05	%		1.07	% (6)
Portfolio turnover rate		18	% (3)		40	%		47	% (3)

The
inception date of the Acclivity Mid Cap Multi-Style Fund was December 31, 2019 and the Fund commenced operations on January 2, 2020.

(1)

Per
share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

(2)

Had
the Adviser not waived a portion of the Funds expenses, total returns would have been lower.

(4)

Represents
the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser.

(5)

Does
not include the expenses of other investment companies in which the Fund invests.

(7)

Recognition
of net investment income by the Fund is affected by the timing of declaration of dividends by underlying investment companies in which
the Fund invests.

(8)

Amount
represents less than $0.005 per share.

See
accompanying notes to financial statements.

Acclivity
Mid Cap Multi-Style Fund

FINANCIAL
HIGHLIGHTS

Per
Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period

	Class N
	Six Months Ended			Year Ended			Period* Ended
	June 30, 2022			December 31,			December 31,
	(Unaudited)			2021			2020
Net asset value, beginning of period	$	13.39		$	11.04		$	10.00
Activity from investment operations:
Net investment income (1)		0.16			0.13			0.10
Net realized and unrealized gain/(loss) on investments		(2.36	)		2.40			0.94
Total from investment operations		(2.20	)		2.53			1.04
Less distributions from:
Net investment income		—			(0.18	)		—
Net realized gains		—			(0.00	) (9)		—
Total distributions		—			(0.18	)		—
Net asset value, end of period	$	11.19		$	13.39		$	11.04
Total return (2)		(16.43	)% (3)		22.93	%		10.40	% (3)
Net assets, at end of period (4)	$	11		$	14		$	11
Ratio of gross expenses to average net assets (5)(6)		51.73	% (7)		53.94	%		97.74	% (7)
Ratio of net expenses to average net assets (6)		0.69	% (7)		0.69	%		0.72	% (7)
Ratio of net investment income to average net assets (6)(8)		0.95	% (7)		0.80	%		0.82	% (7)
Portfolio turnover rate		18	% (3)		40	%		47	% (3)

The
inception date of the Acclivity Mid Cap Multi-Style Fund was December 31, 2019 and the Fund commenced operations on January 2, 2020.

(1)

Per
share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

(2)

Had
the Adviser not waived a portion of the Funds expenses, total returns would have been lower.

(4)

Represents
actual net assets.

(5)

Represents
the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser.

(6)

Does
not include the expenses of other investment companies in which the Fund invests.

(8)

Recognition
of net investment income by the Fund is affected by the timing of declaration of dividends by underlying investment companies in which
the Fund invests.

(9)

Amount
represents less than $0.005 per share.

See
accompanying notes to financial statements.

Acclivity
Small Cap Value Fund

FINANCIAL
HIGHLIGHTS

Per
Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period

	Class I
	Six Months Ended			Year Ended			Year Ended			Period* Ended
	June 30, 2022			December 31,			December 31,			December 31,
	(Unaudited)			2021			2020			2019
Net asset value, beginning of period	$	16.76		$	12.39		$	11.76		$	10.00
Activity from investment operations:
Net investment income (1)		0.10			0.25			0.21			0.15
Net realized and unrealized gain/(loss) on investments		(2.25	)		4.53			0.67			1.69
Total from investment operations		(2.15	)		4.78			0.88			1.84
Less distributions from:
Net investment income		—			(0.20	)		(0.01	)		(0.08	)
Net realized gains		—			(0.21	)		(0.24	)		—
Total distributions		—			(0.41	)		(0.25	)		(0.08	)
Net asset value, end of period	$	14.61		$	16.76		$	12.39		$	11.76
Total return (2)		(12.83	)% (6)		38.60	%		7.51	%		18.44	% (6)
Net assets, at end of period (000s)	$	12,293		$	10,648		$	2,825		$	2,827
Ratio of gross expenses to average net assets (3)(4)		2.58	% (5)		3.63	%		5.62	%		14.59	% (5)
Ratio of net expenses to average net assets (4)		0.48	% (5)		0.48	%		0.54	%		0.67	% (5)
Ratio of net investment income to average net assets (4)(7)		1.19	% (5)		1.53	%		2.12	%		1.34	% (5)
Portfolio turnover rate		48	% (6)		60	%		65	%		166	% (6)

The
inception date of the Acclivity Small Cap Value Fund was December 31, 2018 and the Fund commenced operations on January 2, 2019.

(1)

Per
share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

(2)

Had
the Adviser not waived a portion of the Funds expenses, total returns would have been lower.

(3)

Represents
the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser.

(4)

Does
not include the expenses of other investment companies in which the Fund invests.

(7)

Recognition
of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying investment companies in
which the Fund invests.

See
accompanying notes to financial statements.

Acclivity
Small Cap Value Fund

FINANCIAL
HIGHLIGHTS

Per
Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period

	Class N
	Six Months Ended			Year Ended			Year Ended			Period* Ended
	June 30, 2022			December 31,			December 31,			December 31,
	(Unaudited)			2021			2020			2019
Net asset value, beginning of period	$	16.91		$	12.37		$	11.75		$	10.00
Activity from investment operations:
Net investment income (1)		0.03			0.16			0.26			0.16
Net realized and unrealized gain/(loss) on investments		(2.18	)		4.59			0.61			1.67
Total from investment operations		(2.15	)		4.75			0.87			1.83
Less distributions from:
Net investment income		—			—			(0.01	)		(0.08	)
Net realized gains		—			(0.21	)		(0.24	)		—
Total distributions		—			(0.21	)		(0.25	)		(0.08	)
Net asset value, end of period	$	14.76		$	16.91		$	12.37		$	11.75
Total return (2)		(12.71	)% (6)		38.40	%		7.43	%		18.34	% (6)
Net assets, at end of period (000s)	$	15	(7)	$	18	(7)	$	10		$	12	(7)
Ratio of gross expenses to average net assets (3)(4)		2.83	% (5)		3.88	%		5.87	%		81.62	% (5)
Ratio of net expenses to average net assets (4)		0.73	% (5)		0.73	%		0.79	%		0.92	% (5)
Ratio of net investment income to average net assets (4)(8)		0.94	% (5)		1.28	%		1.87	%		1.44	% (5)
Portfolio turnover rate		48	% (6)		60	%		65	%		166	% (6)

The
inception date of the Acclivity Small Cap Value Fund was December 31, 2018 and the Fund commenced operations on January 2, 2019.

(1)

Per
share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

(2)

Had
the Adviser not waived a portion of the Funds expenses, total returns would have been lower.

(3)

Represents
the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser.

(4)

Does
not include the expenses of other investment companies in which the Fund invests.

(7)

Represents
actual net assets.

(8)

Recognition
of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying investment companies in
which the Fund invests.

See
accompanying notes to financial statements.

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)
June 30, 2022

The
Acclivity Mid Cap Multi-Style Fund (the Mid Cap Fund) and Acclivity Small Cap Value Fund (the Small Cap Fund)
(each a Fund, collectively the Funds) are each a diversified series of shares of beneficial interest of Northern
Lights Fund Trust II (the Trust), a statutory trust organized under the laws of the State of Delaware on August 26, 2010,
and are registered under the Investment Company Act of 1940, as amended (the 1940 Act), as open-end management investment
companies. The inception date of the Mid Cap Fund was December 31, 2019, and the Mid Cap Fund commenced operations on January 2, 2020.
The inception date of the Small Cap Fund was December 31, 2018, and the Small Cap Fund commenced operations on January 2, 2019. The Funds
seek long term capital appreciation.

The
Funds currently offer Class I shares and Class N shares. Class I and Class N shares are offered at net asset value without an initial
sales charge. Class N shares are subject to a 0.25% Rule 12b-1 distribution and shareholder servicing fee. Each class represents an interest
in the same assets of a Fund and classes are identical except for differences in ongoing service and distribution charges. All classes
of shares have equal voting privileges except that each class has exclusive voting rights with respect to its shareholder service and/or
distribution plans.

SIGNIFICANT
ACCOUNTING POLICIES

The
following is a summary of significant accounting policies followed by the Funds in preparation of their financial statements. The policies
are in conformity with accounting principles generally accepted in the United States of America (GAAP). The preparation
of financial statements 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 income and expenses
for the period. Actual results could differ from those estimates. The Funds are each an investment company and accordingly follow the
investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard
Codification Topic 946 Financial Services – Investment Companies.

Security
Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading
session of the primary exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the
NASDAQ Official Closing Price (NOCP). In the absence of a sale, such securities shall be valued at the mean between the
current bid and ask prices on the day of valuation. Investments valued in currencies other than the U.S. dollar are converted to U.S.
dollars using exchange rates obtained from pricing services. Short-term debt obligations having 60 days or less remaining until maturity,
at time of purchase, may be valued at amortized cost.

The
Funds may hold securities, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid
securities, for which market quotations are not readily available or are determined to be unreliable. These securities will be valued
using the fair value procedures approved by the Trusts Board of Trustees (the Board). The Board has
delegated execution of these procedures to a fair value committee composed of one or more representatives from each of the (i)

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

Trust,
(ii) administrator, and (iii) Adviser. The committee may also enlist third party consultants such as a valuation specialist at a public
accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist in determining a security-specific
fair value. The Board has also engaged a third party valuation firm to attend meetings held by the Trust, review minutes of such meetings
and report to the Board on a quarterly basis. The Board reviews and ratifies the execution of this process and the resultant fair value
prices at least quarterly to assure the process produces reliable results.

Fair
Valuation Process – As noted above, this fair value committee is composed of one or more representatives from each of the (i)
Trust, (ii) administrator, and (iii) adviser. The applicable investments are valued collectively via inputs from each of these groups.
For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient
or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision
of a price by the regular pricing source), (ii) securities for which, in the judgment of the adviser, the prices or values available
do not represent the fair value of the instrument. Factors which may cause the adviser to make such a judgment include, but are not limited
to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency
of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation
of trading; (iii) securities determined to be illiquid; (iv) securities with respect to which an event that will affect the value thereof
has occurred (a significant event) since the closing prices were established on the principal exchange on which they are
traded, but prior to a Funds calculation of its net asset values. Specifically, interests in commodity pools or managed futures
pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as
adjusted for pool expenses. Restricted or illiquid securities, such as private investments or non-traded securities are valued via inputs
from the adviser based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar
with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under
the circumstances). If the adviser is unable to obtain a current bid from such independent dealers or other independent parties, the
fair value committee shall determine the fair value of such security using the following factors: (i) the type of security; (ii) the
cost at date of purchase; (iii) the size and nature of the Funds holdings; (iv) the discount from market value of unrestricted
securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect
to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights;
(vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level
of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions;
and (xi) the market value of any securities into which the security is convertible or exchangeable.

Each
Fund utilizes various methods to measure fair value of all of its investments on a recurring basis. GAAP establishes the hierarchy that
prioritizes inputs to valuation methods. The three levels of input are:

Level
1 – Unadjusted quoted prices in active markets for identical assets and liabilities that each Fund has the ability to access.

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

Level
2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly
or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments,
interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level
3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing a
Funds own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based
on the best information available.

The
availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example,
the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics
particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the
market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value
is greatest for instruments categorized in Level 3.

The
inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes,
the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest
level input that is significant to the fair value measurement in its entirety.

The
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following tables summarize the inputs used as of June 30, 2022 for each Funds assets measured at fair value:

Acclivity Mid Cap Multi-Style Fund
Assets *	Level 1		Level 2		Level 3		Total
Common Stocks	$	414,848	$	—	$	—	$	414,848
Partnership Shares		3,502		—		—		3,502
Money Market Fund		19,181		—		—		19,181
Total	$	437,531	$	—	$	—	$	437,531

Acclivity Small Cap Value Fund
Assets *	Level 1		Level 2		Level 3		Total
Common Stocks	$	12,124,238	$	—	$	0	$	12,124,238
Partnership Shares		161,010		—		—		161,010
Right		3		—		—		3
Total	$	12,285,251	$	—	$	0	$	12,285,251

The
Acclivity Mid Cap Multi-Style Fund did not hold any Level 3 securities during the period.

See
each Funds Schedule of Investments for classification.

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

The
following table is a reconciliation of assets in which Level 3 inputs were used in determining value for the Acclivity Small Cap Value
Fund:

	Zagg CVR
Beginning Balance	$	0
Total realized gain/(loss)		—
Unrealized
Appreciation/(Depreciation)		—
Cost of Purchases		—
Proceeds from Sales		—
Proceeds from Principal		—
Accrued Interest		—
Net transfers in/out of level 3		—
Ending Balance	$	0

Security
Transactions and Related Income – Security transactions are accounted for on trade date. Interest income is recognized on an
accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities.
Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the
identified cost of the security lot sold with the net sales proceeds. Each Funds income, expenses (other than class specific distribution
fees) and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each
class.

Dividends
and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid annually. Distributable
net realized capital gains, if any, are declared and distributed annually in December. Dividends from net investment income and distributions
from net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These book/tax
differences are considered either temporary (i.e., deferred losses) or permanent in nature. To the extent these differences are permanent
in nature, such amounts are reclassified within the composition of net assets based on their Federal tax-basis treatment; temporary differences
do not require reclassification. Dividends and distributions to shareholders are recorded on ex-dividend date.

Federal
Income Taxes – Each Fund intends to continue to comply with the requirements of the Internal Revenue Code applicable to regulated
investment companies and to distribute all of their taxable income to their shareholders. Therefore, no provision for federal income
tax is required. The Funds recognize the tax benefits of uncertain tax positions only where the position is more likely than not
to be sustained assuming examination by tax authorities. Management has analyzed each Funds tax positions and has concluded that
no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for the Small
Cap Funds December 31, 2019 year-end or the Small Cap Funds and Mid Cap Funds December 31, 2020-December 31, 2021
year end, or expected to be taken in the Funds December 31, 2022 tax returns. Each Fund has identified its major tax jurisdictions
as U.S. Federal, Ohio, and foreign jurisdictions where the Funds make significant investments. The Funds are not aware of any tax positions
for which it is reasonably possible

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

that
the total amounts of unrecognized tax benefits will change materially in the next twelve months.

Expenses
– Expenses of the Trust that are directly identifiable to a specific fund are charged to that fund. Expenses, which are not
readily identifiable to a specific fund, are allocated in such a manner as deemed equitable, taking into consideration the nature and
type of expense and the relative sizes of the funds in the Trust.

Indemnification
– The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties
to the Trust. Additionally, in the normal course of business, the Funds enter into contracts that contain a variety of representations
and warranties and which provide general indemnities. Each Funds maximum exposure under these arrangements is unknown, as this
would involve future claims that may be made against a Fund that have not yet occurred. However, based on experience, the Funds expect
the risk of loss due to these warranties and indemnities to be remote.

INVESTMENT
TRANSACTIONS

For
the six months ended June 30, 2022, cost of purchases and proceeds from sales of portfolio securities, other than short-term investments,
amounted to:

	Purchases		Sales
Mid Cap	$	260,928	$	61,105
Small Cap		8,069,507		4,814,987

INVESTMENT
ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES

Innealta
Capital, LLC (the Adviser) serves as investment adviser to the Funds. Pursuant to an Advisory Agreement with the Funds,
the Adviser, under the oversight of the Board, directs the daily operations of the Funds and supervises the performance of administrative
and professional services provided by others. The Funds pay the Adviser a management fee at an annual rate of 0.35% and 0.39% of the
Mid Cap Funds and Small Cap Funds average daily net assets, respectively. For the six months ended June 30, 2022, the Adviser
earned $578 and $19,222 from the Mid Cap Fund and Small Cap Fund, respectively.

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

Pursuant
to a written contract (the Waiver Agreement), the Adviser has agreed, at least until April 30, 2023, to waive a portion
of its advisory fee and has agreed to reimburse each Fund for other expenses to the extent necessary so that the total expenses incurred
by each Fund (excluding any front-end or contingent deferred sales loads, brokerage fees and commissions, acquired fund fees and expenses,
borrowing costs (such as interest and dividend expense on securities sold short), taxes and extraordinary expenses such as litigation)
do not exceed 0.44% and 0.69% for Class I and Class N shares of the Mid Cap Fund, respectively, and 0.48% and 0.73% for Class I and Class
N shares of the Small Cap Fund, respectively.

If
the Adviser waives any fee or reimburses any expenses pursuant to the Waiver Agreement for a Fund, and a Funds operating expenses
are subsequently lower than its respective expense limitation, the Adviser shall be entitled to reimbursement by a Fund provided that
such reimbursement does not cause a Funds operating expenses to exceed its expense limitation. If a Funds operating expenses subsequently
exceed its expense limitation, the reimbursements for a Fund shall be suspended. The Adviser may seek reimbursement only for expenses
waived or paid by it during the rolling three years prior to such reimbursement; provided, however, that such expenses may only be reimbursed
to the extent they were waived or paid after the date of the Waiver Agreement (or any similar agreement). The Board may terminate this
expense reimbursement arrangement at any time. For the six months ended June 30, 2022, the Adviser waived advisory fees and reimbursed
the Mid Cap Fund and Small Cap Fund for expenses in the amounts of $84,460 and $103,619, respectively.

The
following amounts are subject to recapture by the Funds by the following date:

	12/31/2022		12/31/2023		12/31/2024
Mid Cap		N/A	$	107,373	$	142,515
Small Cap	$	135,510	$	117,329	$	161,991

Distributor
– The distributor for the Funds is Northern Lights Distributors, LLC (the Distributor). The Board has adopted
the Trusts Master Distribution and Shareholder Servicing Plans for Class N shares (the Plan) pursuant to Rule 12b-1
under the 1940 Act to pay for ongoing distribution-related activities or shareholder services. Under the Plan, the Funds are permitted
to pay a fee at an annual rate of 0.25% of the average daily net assets of Class N shares. For the six months ended June 30, 2022, pursuant
to the Class N Plan, the Mid Cap Fund and Small Cap Fund incurred $0 and $0 in 12b-1 fees, respectively.

The
Distributor acts as the Funds principal underwriter in a continuous public offering of each Funds shares. For the six months
ended June 30, 2022, the Funds did not pay the Distributor any underwriting fees.

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

In
addition, certain affiliates of the Distributor provide services to the Funds as follows:

Ultimus
Fund Solutions, LLC (UFS) – UFS, an affiliate of the Distributor, provides administration, fund accounting,
and transfer agent services to the Trust. Pursuant to separate servicing agreements with UFS, the Funds pay UFS customary fees for providing
administration, fund accounting, and transfer agency services to the Funds. Certain officers of the Trust are also officers of UFS and
are not paid any fees directly by the Funds for serving in such capacities.

Northern
Lights Compliance Services, LLC (NLCS) – NLCS, an affiliate of UFS and the Distributor, provides a Chief
Compliance Officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust.
Under the terms of such agreement, NLCS receives customary fees from the Funds.

Blu
Giant, LLC (Blu Giant) – Blu Giant, an affiliate of UFS and the Distributor, provides EDGAR conversion and
filing services as well as print management services for the Funds on an ad-hoc basis. For the provision of these services, Blu Giant
receives customary fees from the Funds.

AGGREGATE
UNREALIZED APPRECIATION AND DEPRECIATION – TAX BASIS

The
identified cost of investments in securities owned by each Fund for federal income tax purposes, and its respective gross unrealized
appreciation and depreciation at June 30, 2022, were as follows:

	Tax		Gross Unrealized		Gross Unrealized			Net Unrealized
	Cost		Appreciation		Depreciation			Appreciation
Mid Cap Fund	$	457,663	$	21,410	$	(41,542	)	$	(20,132	)
Small Cap Fund		13,334,922		406,529		(1,456,200	)		(1,049,671	)

SHAREHOLDERS
& TAX COMPONENTS OF CAPITAL

The
tax character of fund distributions paid for the years ended December 31, 2021 and December 31, 2020 was as follows:

For fiscal year ended	Ordinary		Long-Term
12/31/2021	Income		Capital Gains		Total
Mid Cap Fund	$	3,888	$	70	$	3,958
Small Cap Fund		119,643		136,481		256,124

For fiscal year ended	Ordinary		Long-Term
12/31/2020	Income		Capital Gains		Total
Mid Cap Fund	$	—	$	—	$	—
Small Cap Fund		55,589		266		55,855

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

As
of December 31, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

	Undistributed		Undistributed		Post October Loss		Capital Loss		Other		Unrealized		Total
	Ordinary		Long-Term		and		Carry		Book/Tax		Appreciation/		Accumulated
	Income		Capital Gains		Late Year Loss		Forwards		Differences		(Depreciation)		Earnings/(Deficit)
Mid Cap Fund	$	—	$	8,610	$	—	$	—	$	—	$	53,183	$	61,793
Small Cap Fund		—		397,019		—		—		—		717,881		1,114,900

The
difference between book basis and tax basis undistributed net investment income/(loss), accumulated net realized gain/(loss), and unrealized
appreciation/(depreciation) from investments is primarily attributable to the tax deferral of losses on wash sales, adjustments for partnerships,
mark – to-market on passive foreign investment companies, and C-Corporation return of capital distributions.

At
December 31, 2021, the Funds had capital loss carry forwards for federal income tax purposes available to offset future capital gains
as follows:

			Non-Expiring		Non-Expiring
	Expiring		Short-Term		Long-Term		Total		CLCF Utilized
Mid Cap Fund	$	—	$	—	$	—	$	—	$	15,169
Small Cap Fund		—		—		—		—		398,707

Permanent
book and tax differences, primarily attributable to the book/tax basis treatment of non-deductible expenses, resulted in reclassifications
for the Funds for the fiscal year ended December 31, 2021 as follows:

	Paid In			Accumulated
	Capital			Earnings (Deficit)
Mid Cap Fund	$	(46	)	$	46
Small Cap Fund		—			—

Acclivity
Funds
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2022

The
beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a Fund creates presumption of control
of the Fund, under Section 2(a)(9) of the 1940 Act. As of June 30, 2022, beneficial ownership in excess of 25% for the Funds is as follows:

		% of Outstanding
	Beneficial Owner	Shares
Mid Cap Fund	Innealta Capital, LLC		100	%
Small Cap Fund	Charles Schwab & Co.		35	%
	National Financial Services, LLC		46	%

The
Trust has no knowledge as to whether all or any portion of the shares owned of record are also owned beneficially.

Subsequent
events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial statements were
issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.

Acclivity
Funds
EXPENSE EXAMPLES (Unaudited)
June 30, 2022

As
a shareholder of a Fund, you incur two types of costs: (1) transaction costs including redemption fees; and (2) ongoing costs, including
advisory fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your
ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The
example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2022
through June 30, 2022.

Actual
Expenses

The
Actual Expenses line in the table below provides information about actual account values and actual expenses. You may use
the information below together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your
account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the
table under the heading entitled Expenses Paid During Period to estimate the expenses you paid on your account during this
period.

Hypothetical
Example for Comparison Purposes

The
Hypothetical line in the table below provides information about hypothetical account values and hypothetical expenses based
on the Funds actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Funds
actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balances or expenses
you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that
appear in the shareholder reports of other funds.

Please
note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs,
such as redemption fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative
total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

		Beginning		Ending		Expenses Paid		Annualized
		Account Value		Account Value		During Period *		Expense Ratio
Actual		1/1/22		6/30/22		1/1/22-6/30/22		During Period
Acclivity Mid Cap Multi-Style Fund
	Class I	$	1,000.00	$	835.70	$	2.00		0.44	%
	Class N		1,000.00		835.70		3.14		0.69	%
Acclivity Small Cap Value Fund
	Class I	$	1,000.00	$	871.70	$	2.23		0.48	%
	Class N		1,000.00		872.90		3.39		0.73	%
Hypothetical (5% return before Expenses)
Acclivity Mid Cap Multi-Style Fund
	Class I	$	1,000.00	$	1,022.61	$	2.21		0.44	%
	Class N		1,000.00		1,021.37		3.46		0.69	%
Acclivity Small Cap Value Fund
	Class I	$	1,000.00	$	1,022.41	$	2.41		0.48	%
	Class N		1,000.00		1,021.17		3.66		0.73	%

Expenses
are equal to the average account value over the period, multiplied by a Funds annualized expense ratio, multiplied by the number
of days in the period (181) divided by the number of days in the fiscal year (365).

Acclivity
Funds
SUPPLEMENTAL INFORMATION (Unaudited)
June 30, 2022

FACTORS
CONSIDERED BY THE TRUSTEES IN THE APPROVAL OF THE RENEWAL OF THE INVESTMENT ADVISORY AGREEMENT

At
a Regular meeting (the Meeting) of the Board of Trustees (the Board) of Northern Lights Fund Trust II (the
Trust) held on October 18 and 19, 2021, the Board, including the disinterested Trustees (the Independent Trustees),
considered the renewal of the Investment Advisory Agreement between the Trust, on behalf of the Acclivity Mid Cap Multi-Style Fund (Acclivity
Mid Cap) and the Acclivity Small Cap Value Fund (Acclivity Small Cap Value, and collectively with Acclivity Mid
Cap, the Funds) and Innealta Capital, LLC (Innealta) (the Innealta Advisory Agreement).

Based
on their evaluation of the information provided by Innealta in conjunction with Acclivity Small Cap Values and Acclivity
Mid Caps other service providers, the Board, by a unanimous vote (including a separate vote of the Independent Trustees), approved
the renewal of the Innealta Advisory Agreement with respect to Acclivity Small Cap Value and Acclivity Mid Cap.

In
advance of the Meeting, the Board requested and received materials to assist them in considering the renewal of the Innealta Advisory
Agreement. The materials provided contained information with respect to the factors enumerated below, including the Innealta Advisory
Agreement, a memorandum prepared by the Trusts outside legal counsel discussing in detail the Trustees fiduciary obligations
and the factors they should assess in considering the continuation of the Innealta Advisory Agreement and comparative information relating
to the advisory fee and other expenses of Acclivity Small Cap Value and Acclivity Mid Cap. The materials also included due diligence
materials relating to Innealta (including due diligence questionnaires completed by Innealta, select financial information of Innealta,
bibliographic information regarding Innealtas key management and investment advisory personnel, and comparative fee information
relating to Acclivity Small Cap Value and Acclivity Mid Cap) and other pertinent information. At the Meeting, the Independent Trustees
were advised by counsel that is experienced in Investment Company Act of 1940 matters and that is independent of fund management and
met with such counsel separately from fund management.

The
Board reviewed and discussed the written materials that were provided in advance of the Meeting and deliberated on the renewal of the
Innealta Advisory Agreement with respect to Acclivity Small Cap Value and Acclivity Mid Cap. The Board relied upon the advice of independent
legal counsel and their own business judgment in determining the material factors to be considered in evaluating the Innealta Advisory
Agreement and the weight to be given to each such factor. The conclusions reached by the Board were based on a comprehensive evaluation
of all of the information provided and were not the result of any one factor. Moreover, each Trustee may have afforded different weight
to the various factors in reaching his conclusions with respect to the Innealta Advisory Agreement. In considering the approval of the
renewal of the Innealta Advisory Agreement, the Board reviewed and analyzed various factors that they determined were relevant, including
the factors enumerated below.

Acclivity
Funds
SUPPLEMENTAL INFORMATION (Unaudited)(Continued)
June 30, 2022

Nature,
Extent and Quality of Services. The Board then reviewed materials provided by Innealta related to the approval of the renewal of
the Innealta Advisory Agreement, including Innealtas Form ADV and related schedules, a description of the manner in which investment
decisions are made and executed, a review of the personnel performing services for each of Acclivity Small Cap Value and Acclivity Mid
Cap including the team of individuals that primarily monitor and execute the investment process. The Board discussed the extent of Innealtas
research capabilities, the quality of Innealtas compliance infrastructure and the experience of its management personnel. The
Board noted the addition of Dr. Glenn Freed as an investment strategist and portfolio manager for certain of the Funds. Additionally,
the Board received satisfactory responses from the representative of Innealta with respect to a series of important questions, including:
whether Innealta was involved in any lawsuits or pending regulatory actions; whether the management of other accounts would conflict
with its management of Acclivity Small Cap Value and Acclivity Mid Cap,; whether there were procedures in place to adequately allocate
trades among its respective clients; and whether Innealtas CCO would routinely review the portfolio managers performance
of their duties to ensure compliance under Innealtas compliance program. The Board also reviewed the information provided on the
practices for monitoring compliance with each of Acclivity Small Cap Values and Acclivity Mid Caps investment limitations.
The Board also discussed details of Innealtas compliance program with the CCO of the Trust. The Board noted that the CCO of the
Trust continued to represent that Innealtas policies and procedures were reasonably designed to prevent violations of applicable
federal securities laws. The Board also noted Innealtas representation that the prospectus and statement of additional information
for Acclivity Small Cap Value and Acclivity Mid Cap accurately describe such Funds investment strategies. The Board then reviewed
the capitalization of Innealta based on financial information provided, and representations made by Innealta and its representatives,
and concluded that Innealta was sufficiently well-capitalized, or Innealtas owners had the ability to make additional contributions,
in order to meet its obligations to each of Acclivity Small Cap Value and Acclivity Mid Cap. The Board concluded that Innealta had sufficient
quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties
under the Innealta Advisory Agreement and that the nature, overall quality and extent of the management services to be provided by Innealta
to each of Acclivity Small Cap Value and Acclivity Mid Cap were satisfactory.

Performance.
The Board then discussed the reports prepared by Broadridge and reviewed the performance of Acclivity Small Cap Value and Acclivity
Mid Cap as compared to its respective peer group, Morningstar category and benchmark for the one year and since inception periods ended
September 30, 2021. With respect to Acclivity Small Cap Value, the Board noted that Acclivity Small Cap Value outperformed the peer group
median, Morningstar category median and its benchmark (the S&P 500 Total Return Index) for the one year period, and outperformed
the peer group median and Morningstar category median, but underperformed its benchmark, for the since inception period. With respect
to Acclivity Mid Cap, the Board noted that Acclivity Mid Cap outperformed the peer group median, Morningstar category median (Mid-Cap
blend category) and benchmark (the S&P 500 Total Return Index) for the one year period and

Acclivity
Funds
SUPPLEMENTAL INFORMATION (Unaudited)(Continued)
June 30, 2022

outperformed
the peer group median, yet underperformed the Morningstar category median and benchmark, for the since inception period The Board noted
the portfolio managers ability to manage risk and the recent addition of investment team personnel. After further discussion,
the Board concluded that each of Acclivity Mid Cap and Acclivity Small Cap Values past performance was acceptable and generally
in line with its risk level.

Fees
and Expenses. As to the costs of the services to be provided by Innealta, the Board reviewed and discussed each of Acclivity Small
Cap Values and Acclivity Mid Caps advisory fee and total operating expenses as compared to its peer group and its Morningstar
category as presented in the Morningstar Report. The Board reviewed the contractual arrangements, noting that Innealta charges an advisory
fee at an annual rate of 0.39% and 0.35% of the average daily net assets of Acclivity Small Cap Value and Acclivity Mid Cap, respectively,
under the Innealta Advisory Agreement. The Board noted the advisory fee for Acclivity Small Cap Value and Acclivity Mid Cap was significantly
lower than the peer group median and Morningstar category median. The Board also reviewed the net expenses for each of Acclivity Small
Cap Value and Acclivity Mid Cap as compared to its peer group and Morningstar category. The Board then reviewed the Operating Expenses
Limitation Agreement noting that Innealta had agreed to waive or limit its advisory fee and/or reimburse expenses at least until April
30, 2023, in order to limit net annual operating expenses, exclusive of certain fees, so as not to exceed 0.48% and 0.73% of Acclivity
Small Cap Values average net assets for Class I and Class N shares, respectively, and 0.44% and 0.69% of Acclivity Mid Caps
average net assets for Class I and Class N shares, respectively, and found such arrangements to be beneficial to shareholders. The Board
concluded that, based on Innealtas experience, expertise and services provided to each of Acclivity Small Cap Value and Acclivity
Mid Cap, the advisory fee charged by Innealta for each of Acclivity Small Cap Value and Acclivity Mid Cap was not unreasonable. With
respect to Acclivity Small Cap Value and Acclivity Mid Cap, the Board also noted its approval to lower the advisory fee and expense caps
of each Fund at its meeting held on April 22, 2020.

Profitability.
The Board also considered the level of profits that could be expected to accrue to Innealta with respect to each of Acclivity Small
Cap Value and Acclivity Mid Cap based on profitability reports and analyses prepared by Innealta and reviewed by the Board and the selected
financial information of Innealta provided by Innealta. After review and discussion, the Board concluded that the anticipated profit
from Innealtas relationship with each of Acclivity Small Cap Value and Acclivity Mid Cap was not excessive.

Economies
of Scale. As to the extent to which each of Acclivity Small Cap Value and Acclivity Mid Cap would realize economies of scale as it
grew, and whether the fee levels reflect these economies of scale for the benefit of investors, the Board discussed the current size
of each of Acclivity Small Cap Value and Acclivity Mid Cap and Innealtas expectations for growth, and concluded that any material
economies of scale would not be achieved in the near term.

Acclivity
Funds
SUPPLEMENTAL INFORMATION (Unaudited)(Continued)
June 30, 2022

Conclusion.
Having requested and received such information from Innealta as the Board believed to be reasonably necessary to evaluate the terms
of the Innealta Advisory Agreement, and as assisted by the advice of independent counsel, the Board, including a majority of the Independent
Trustees voting separately, determined that (a) the terms of the Innealta Advisory Agreement are not unreasonable with respect to Acclivity
Mid Cap and Acclivity Small Cap Value; (b) the investment advisory fee payable for Acclivity Mid Cap and Acclivity Small Cap Value pursuant
to the Innealta Advisory Agreement is not unreasonable; and (c) the Innealta Advisory Agreement is in the best interests of Acclivity
Mid Cap and Acclivity Small Cap Value and its shareholders. In considering the renewal of the Innealta Advisory Agreement, the Board
did not identify any one factor as all important, but rather considered these factors collectively and determined that approval of the
renewal of the Innealta Advisory Agreement was in the best interest of Acclivity Mid Cap and Acclivity Small Cap Value and its shareholders.
Moreover, the Board noted that each Trustee may have afforded different weight to the various factors in reaching his conclusions with
respect to the Innealta Advisory Agreement.

Privacy
Policy

Rev. May 2021

FACTS	WHAT DOES NORTHERN LIGHTS FUND TRUST II (NLFT II) DO WITH YOUR PERSONAL INFORMATION?
Why?	Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?	The types of personal information we collect and share depend on the product or service you have with us. This information can include:
	● Social Security number ● Employment information ● Account balances	● Account transactions ● Income ● Investment experience
	When you are no longer our customer, we continue to share your information as described in this notice.
How?	All financial companies need to share a customers personal information to run their everyday business – to process transactions, maintain customer accounts, and report to credit bureaus. In the section below, we list the reasons financial companies can share their customers personal information; the reasons NLFT II chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does NLFT II share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	Yes	No
For our affiliates everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates everyday business purposes — information about your creditworthiness	No	We dont share
For nonaffiliates to market to you	No	We dont share

Questions?

Call 1-631-490-4300


Who we are
Who is providing this notice?	Northern Lights Fund Trust II
What we do
How does NLFT II protect my personal information?	To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does NLFT II collect my personal information?	We collect your personal information, for example, when you
	● open an account ● give us your income information ● provide employment information	● provide account information ● give us your contact information
	We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why cant I limit all sharing?	Federal law gives you the right to limit only ● sharing for affiliates everyday business purposes—information about your creditworthiness ● affiliates from using your information to market to you ● sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates	Companies related by common ownership or control. They can be financial and nonfinancial companies. ● NLFT II has no affiliates.
Nonaffiliates	Companies not related by common ownership or control. They can be financial and nonfinancial companies. ● NLFT II does not share with nonaffiliates so they can market to you.
Joint marketing	A formal agreement between nonaffiliated financial companies that together market financial products and services to you. ● Our joint marketing partners include other financial service companies.

PROXY
VOTING POLICY

Information
regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve month period ended June 30 as well
as a description of the policies and procedures that the Funds use to determine how to vote proxies is available without charge, upon
request, by calling 1-855-873-3837 or by referring to the Securities and Exchange Commissions (SEC) website at http://www.sec.gov.

PORTFOLIO
HOLDINGS

Funds
file a complete schedule of portfolio holdings with the Securities and Exchange Commission (the SEC) for the first and
third quarters of each fiscal year as an exhibit to its reports on Form N-PORT, within sixty days after the end of the period. Form N-PORT
reports are available at the SECs website at www.sec.gov.

INVESTMENT
ADVISER
Innealta Capital, LLC
13215 Bee Cave Pkwy, Bldg A, Suite 240
Austin, Texas 78738

ADMINISTRATOR
Ultimus Fund Solutions, LLC
225 Pictoria Drive, Suite 450
Cincinnati, OH 45246

Acclivity-SAR-22

(a) Include a copy of the report
transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1).

(b) Include a copy of each notice
transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph
(c)(3) of that rule.

Item 2. Code of Ethics. Not applicable.

Item 3. Audit Committee Financial Expert. Not applicable.

Item 4. Principal Accountant Fees and Services. Not applicable.

Item 5. Audit Committee of Listed Companies. Not applicable to open-end
investment companies.

Item 6. Schedule of Investments. Schedule of investments in securities
of unaffiliated issuers is included under Item 1.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Funds. Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed-End Funds. Not
applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders. None

Item 11. Controls and Procedures.

(a) Based on an evaluation of
the Registrant’s disclosure controls and procedures as of a date within 90 days of filing date of this Form N-CSR, the principal
executive officer and principal financial officer of the Registrant have concluded that the disclosure controls and procedures of the
Registrant are reasonably designed to ensure that the information required in filings on Form N-CSR is recorded, processed, summarized,
and reported by the filing date, including that information required to be disclosed is accumulated and communicated to the Registrant’s
management, including the Registrant’s principal executive officer and principal financial officer, as appropriate to allow timely
decisions regarding required disclosure.

(b) There were no significant
changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s last fiscal half-year
that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End
Management Investment Companies. Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)(1) Not applicable.

(a)(2) Certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 (and Item 11(a)(2) of Form N-CSR) are filed herewith.

(a)(3) Not applicable for open-end investment companies.

(b) Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 (and Item 11(b) of Form N-CSR) are filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and
the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

(Registrant) Northern Lights Fund Trust II

By (Signature and Title)

/s/ Kevin E. Wolf

Kevin E. Wolf, Principal Executive Officer/President

Date 09/02/22

Pursuant to the requirements of the Securities Exchange Act of 1934 and
the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

By (Signature and Title)

/s/ Kevin E. Wolf

Kevin E. Wolf, Principal Executive Officer/President

Date 09/02/22

By (Signature and Title)

/s/ Erik Naviloff

Erik Naviloff, Principal Financial Officer/Treasurer

Date 09/02/22

ATTACHMENTS / EXHIBITS

cert1.htm

cert2.htm

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