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: 811-22532

 

Name of Registrant: Royce Global Value Trust, Inc.

 

Address of Registrant: 745 Fifth Avenue

New York, NY 10151

 

Name of agent for service: John E. Denneen, Esquire

Address of agent for service: 745 Fifth Avenue

New York, NY 10151

 

Registrant’s telephone number, including area code: (212) 508-4500

Date of fiscal year end: December 31

Date of reporting period: January 1, 2023 – December 31, 2023

 

Item 1.Reports to Shareholders.

 

 

 

royceinvest.com

Royce Closed-End Funds 2023 Annual

Review and Report to Stockholders

December 31, 2023

Royce Global Value Trust

Royce Micro-Cap Trust

Royce Value Trust

 

 

 

   

 

 

A Few Words on Closed-End Funds

 

Royce Investment Partners (“Royce”) manages three closed-end funds: Royce Global Value Trust, which primarily invests in both U.S. and non-U.S. companies with market capitalization below $10 billion; Royce Micro-Cap Trust, which primarily invests in micro-cap securities; and Royce Value Trust, which primarily invests in small-cap securities. A closed-end fund is an investment company whose shares are listed and traded on a stock exchange. Like all investment companies, including open-end mutual funds, the assets of a closed-end fund are professionally managed in accordance with the investment objectives and policies approved by the fund’s Board of Directors. A closed-end fund raises cash for investment by issuing a fixed number of shares through initial and other public offerings that may include shelf offerings and periodic rights offerings. Proceeds from the offerings are invested in an actively managed portfolio of securities. Investors wanting to buy or sell shares of a publicly traded closed-end fund after the initial and any subsequent offerings must do so on a stock exchange, as with any publicly traded stock. Shares of closed-end funds frequently trade at a discount to their net asset value. This is in contrast to open-end mutual funds, which sell and redeem their shares at net asset value on a continuous basis.

 

A Closed-End Fund Can Offer Several Distinct Advantages

 

A closed-end fund does not issue redeemable securities or offer its securities on a continuous basis, so it does not need to liquidate securities or hold uninvested assets to meet investor demands for cash redemptions.

 

In a closed-end fund, not having to meet investor redemption requests or invest at inopportune times can be effective for value managers who attempt to buy stocks when prices are depressed and sell securities when prices are high.

 

A closed-end fund may invest in less liquid portfolio securities because it is not subject to potential stockholder redemption demands. This is potentially beneficial for Royce-managed closed-end funds, with significant investments in small- and micro-cap securities.

 

The fixed capital structure allows permanent leverage to be employed as a means to enhance capital appreciation potential.

 

Royce Micro-Cap Trust and Royce Value Trust distribute capital gains, if any, on a quarterly basis. Each of these Funds has adopted a quarterly distribution policy for its common stock.

 

We believe that the closed-end fund structure can be an appropriate investment for a long-term investor who understands the benefits of a more stable pool of capital.

Why Dividend Reinvestment Is Important

 

A very important component of an investor’s total return comes from the reinvestment of distributions. By reinvesting distributions, our investors can maintain an undiluted investment in a Fund. To get a fair idea of the impact of reinvested distributions, please see the charts on pages 61 and 62. For additional information on the Funds’ Distribution Reinvestment and Cash Purchase Options and the benefits for stockholders, please see page 63 or visit our website at www.royceinvest.com.

 

Managed Distribution Policy

 

The Board of Directors of each of Royce Micro-Cap Trust and Royce Value Trust has authorized a managed distribution policy (MDP). Under the MDP, Royce Micro-Cap Trust and Royce Value Trust pay quarterly distributions at an annual rate of 7% of the average of the prior four quarter-end net asset values, with the fourth quarter being the greater of these annualized rates or the distribution required by IRS regulations. With each distribution, the Fund will issue a notice to its stockholders and an accompanying press release that provides detailed information regarding the amount and composition of the distribution (including whether any portion of the distribution represents a return of capital) and other information required by a Fund’s MDP. You should not draw any conclusions about a Fund’s investment performance from the amount of distributions or from the terms of a Fund’s MDP. A Fund’s Board of Directors may amend or terminate the MDP at any time without prior notice to stockholders; however, at this time there are no reasonably foreseeable circumstances that might cause the termination of any of the MDPs.

 

 

 

This page is not part of the 2023 Annual Report to Stockholders

 

 

 

 

 

   

 

 

 

Table of Contents

 

Annual Review  
Letter to Our Stockholders 2
Performance 7
   
Annual Report to Stockholders  
Royce Global Value Trust  
Manager’s Discussion of Fund Performance 8
Schedule of Investments 10
Other Financial Statements 12
Royce Micro-Cap Trust  
Managers’ Discussion of Fund Performance 24
Schedule of Investments 26
Other Financial Statements 30
Royce Value Trust  
Managers’ Discussion of Fund Performance 42
Schedule of Investments 44
Other Financial Statements 50
History Since Inception 61
Distribution Reinvestment and Cash Purchase Options 63
Directors and Officers 64
Notes to Performance and Other Important Information 65
Results of Stockholder Meetings 68

 

 

 

   

 

 

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Letter to Our Stockholders

 

 

2023: THE DOG THAT DIDN’T BARK

While every year is eventful and interesting in its own right, we think 2023 held particular interest for equity investors—specifically those of us who focus on small-cap stocks. There was no shortage of consequential geopolitical developments. Some, like the war in Ukraine, showed no evidence of ending or abating, while others, like the terrorist attack on Israel and consequent bombings in Gaza, were new events, as were the well publicized implosions of Silicon Valley, Signature, and First Republic Banks. The contagion was contained, however, and the rest the of the economic news was much brighter, at least here in the U.S. The year began with inflation still stubbornly high and, as a consequence, the Fed still hiking rates and committed to doing so until the rate of rising prices slowed. This commitment bred a curious form of cognitive dissonance, with every public statement from a Fed official pledging adherence to the central bank’s target of 2% inflation almost immediately meeting with word from a financial or investment pundit insisting that they really meant 3-4%.

This was understandable to some degree. Many observers pointed to both inflation’s moderating pace (after peaking in June of 2022) and the resilience of the U.S. economy as evidence that the Fed should take a victory lap and leave rates untouched—or cut them. Many investors shared these views while no doubt hoping that the positive returns for equities through the first half of 2023 would not be put at risk by another round of rate hikes. To be sure, some investors were concerned that “higher for longer” might be all it took to snuff out a nascent recovery for stocks. We shared some of this anxiety. After all, 2022 saw the most aggressive rate hike cycle in the Fed’s history. And it was not just a bad year for the capital markets, it was historically awful: the third-worst calendar year performance for both the small-cap Russell 2000 Index and the large-cap Russell 1000 Index since their shared inception date at the end of 1978, with each posting their lowest respective returns since 2008. It was the seventh worst year for the S&P 500 since its inception in 1928, and the worst ever for the Bloomberg Barclays US Aggregate Bond Index since its inception in 1976. As we wrote one year ago, 2022 offered nowhere to run and nowhere to hide.


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LETTER TO OUR STOCKHOLDERS

 

The most interesting, and ultimately most significant, element to 2023 was perhaps what did not happen.
The most consistently predicted and regularly anticipated recession—said to be imminent since 2021—
once again failed to materialize in 2023.

 

In this context, the fear of a second straight down year for stocks, which periodically rattled the U.S. equity markets at various times in 2023, seemed almost logical, hitting small and large-cap stocks at different points—and with different intensities—throughout the year. However, by the end of December these worries had mostly dissipated. With the Fed holding the line on rates, higher for longer ultimately did not hold back returns. A growing economy, burgeoning optimism about a soft landing for inflation, and confidence that the rate hike cycle had ended combined to lift share prices, as did optimism for rate reductions in 2024. Despite these developments, however, the most interesting, and ultimately most significant, element to 2023 was perhaps what did not happen. The most consistently predicted and regularly anticipated recession—said to be imminent since 2021—once again failed to materialize in 2023. Its absence reminded us of “the curious incident of the dog in the night-time” from the famous Sherlock Holmes story, “The Adventure of Silver Blaze.” The iconic detective solves the case by pointing out how odd it was that the dog guarding the pen where the titular racehorse was stabled failed to bark when Silver Blaze was stolen. The phrase has since been used as shorthand to describe situations when what doesn’t happen matters at least as much, if not more, than what does. Which is about as apt a description of 2023 as we think can be found.

 

THE STATE OF SMALL-CAP

As measured by the Russell 2000 Index, small-cap stocks did quite well in 2023, advancing 16.9%. Yet most of this gain came in a robust rally from the 2023 low on October 31st through the end of the year. So, although small-caps kicked off the year with high returns, they trended mostly downward from early February into Halloween. All told, the Russell 2000 had a positive return in just five months in 2023: January, June, July, November, and December, with the last two months combining to post an impressive gain of 22.4%. Thanks to this exceptional close, the Russell 2000 escaped a bear market at the end of

2023, though the small-cap index remained down -14.3% from its last peak on 11/8/21, while large-caps continued to establish new highs in December and into January 2024. Moreover, as of 12/31/23, the average stock in the small-cap index was -25.1% off its 52-week high. In this context, it was not terribly surprising that small-cap’s excellent finish could not lift its calendar-year return above large-cap’s. The Russell 1000 Index gained 26.5% in 2023 while also beating small-cap for the 3-, 5-, and 10-year periods ended 12/31/23. In fact, large-caps outpaced small-caps in nine of the last 10 calendar years.

 

 

Small-Caps Lagged Large-Caps from the Russell 2000’s Last Peak

Russell 2000 and Russell 1000 Cumulative Returns, 11/8/21-12/31/23

 

 

 

Past performance is no guarantee of future results.

 

This seemingly chronic bout of underperformance has made the current cycle a deeply frustrating one for small-cap investors. At the end of January 2024, 594 days had passed from the current cycle low for the Russell 2000, making it the second longest stretch without recovering its prior peak on record. The two other lengthy small-cap cycles each encompassed dramatic developments: the implosion of high-flying technology stocks in 2000-02, when the Russell 2000 needed 456 days from its trough to match its previous peak, and the 2008-09 Financial Crisis, when 704 days passed before small-caps recovered from the trough during that global financial catastrophe. So, while the current small-cap cycle has taken place amid ample uncertainty along with a record pace of interest rate increases, it


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LETTER TO OUR STOCKHOLDERS

 

has lacked the existential threats that characterized the Internet Bubble and, even more so, the Financial Crisis. The latter period also saw less bifurcation between small- and large-cap returns. The key question, then, is when will this cycle end and potentially usher in a small-cap outperformance run? It’s a point we’ll touch on later in this letter.

 

Within small-cap, both the value and growth indexes had strong finishes to the year, with the 4Q23 advantage squarely in value’s favor: the Russell 2000 Value Index advanced 15.3% versus 12.7% for the Russell 2000 Growth Index. It’s comparatively rare for small-cap value to beat its growth sibling in a positive quarter, particularly one with double-digit gains. It’s happened in only 42 of 119 positive quarters, or 35% of the time since the Russell 2000’s inception on 12/31/78. The Russell 2000 Value also led from the previous 2023 small-cap high on July 31st, up 4.0% versus -0.2% through the end of December. For 2023 as a whole, however, growth led, gaining 18.7% versus 14.6%. It’s worth noting that 2023’s results contributed to something of a sawtooth pattern of relative performance. The Russell 2000 Value led for the 3-year (in which the Russell 2000 Growth lost -3.5%) and 5-year periods while small-cap growth, in addition to its 1-year advantage, also outperformed for the 10-year period ended 12/31/23.

THE VALUATION SITUATION

Reviewing long-term performance patterns, we find that small-cap enjoyed a longstanding advantage over large-cap— just as small-cap value did versus small-cap growth. Each of these dynamics began to shift in the aftermath of the Financial Crisis, starting in earnest in 2011. In eight of the last 13 years, the Russell 1000 and Russell 2000 Growth each had higher returns than both the Russell 2000 and Russell 2000 Value. Yet prior to that, the long-term edge was with the Russell 2000 and Russell 2000 Value. In light of this dominance from large-caps—and more recently mega-cap stocks—it appears that many investors may have forgotten how anomalous the backdrop to the last 13 years has been until just recently, with anemic economic growth and record low interest rates.

 

Now that both GDP and rates are returning to more historically typical levels, we expect to see some meaningful long-term mean reversion going forward. To that end, large-cap outperformance cycles have historically peaked when a relatively small number of the largest stocks were winning the lion’s share of performance—which was the case with the S&P 500 and the Nasdaq Composite Indexes in 1973 and March 2000.

 

We therefore see something of a silver lining to the recent relative performance woes for small-cap stocks versus their


 

Large-Cap Cycles Peak at Market Tops Crowded with Mega-Caps

Weight of Top 5 S&P 500 Stocks vs. Small-Cap Relative Performance, 9/29/72-12/31/23

 

 

Source: Furey Research Partners

Past performance is no guarantee of future results.

 

4 | This page is not part of the 2023 Annual Report to Stockholders

 

 

 

   

 

LETTER TO OUR STOCKHOLDERS

 

 

Relative Valuations for Small Caps vs. Large Caps Are Near Their Lowest in 25 Years

Russell 2000 vs Russell 1000 Median LTM EV/EBIT¹ (ex. Negative EBIT Companies), 12/31/98 through 12/31/23

 

 

 

1 Earnings Before Interest and Taxes

Past performance is no guarantee of future results. Source: FactSet

 

larger peers. The Russell 2000 sported a far more attractive valuation than its large-cap counterpart at the end of last year. Using our preferred index valuation metric of enterprise value to earnings before interest and taxes, or EV/EBIT, the Russell 2000 finished 2023 not far from its 25-year low relative to the Russell 1000.

 

Similarly, small-cap value continued to sell at a below average valuation compared to small-cap growth at the end of the year, as measured by EV/EBIT. Micro-cap stocks also remain very attractively valued relative to large-cap based on EV/EBIT. As small-cap specialists, we see the combination of more attractive valuations and reversals in long-term performance patterns as showing the significant performance potential that exists for small-cap, small-cap value, and micro-cap stocks—especially when stacked against their large- and mega-cap counterparts.

 

SMALL-CAP OPPORTUNITIES

To be sure, with the Fed’s decision on 1/31/24 to leave interest rates unchanged for a third consecutive time, the backdrop of normalized interest rates, tamer inflation, and a growing, nicely resilient U.S. economy appears amenable to strong equity performance. It also looks to us that small-cap’s

lengthy stretch in the relative performance wilderness has run its course. Our reasoning is rooted in the notion that, as the economy continues to stabilize, valuations are likely to rise for those businesses that have largely sat out the megacap performance regime. Such a move looks more likely to benefit small-cap companies than larger ones. Moreover, the early tracking estimates for real GDP in 1Q24 are highly favorable, and ongoing positive GDP growth brings the U.S. economy that much closer to the Fed’s desired “soft landing.”

 

Of course, we are bottom-up stock pickers and portfolio managers, not economists—and we eschew predictions. But we also understand that long-term mean reversion to small-cap leadership requires a catalyst. For all of the encouraging developments, the U.S. economy is at this writing in something of a schizoid condition, with high levels of consumer spending on one hand and a manufacturing and industrial slowdown on the other. Yet in 2024, the U.S. economy will see more tangible benefits from reshoring, the CHIPS Act, and several infrastructure projects. Closer to our zone of expertise, earnings growth for small-cap companies is currently expected to be higher than for larger-cap businesses in 2024.


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LETTER TO OUR STOCKHOLDERS

 

We are looking forward to what we think should be a favorable cycle for small-cap stocks
and active management. We are more optimistic about the long-term prospects
for select small-caps than we have been in several years.

 

 

Small-Cap’s Estimated Earnings Growth Is Expected to Be Higher
in 2024 than Large-Cap’s

One Year EPS Growth as of 12/31/23

 

 

 

Earnings per share (EPS) is calculated as a company’s profit divided by the outstanding shares of its common stock. The EPS Growth Estimates are the pre-calculated mean long-term EPS growth rate estimates by brokerage analysts. Long Term Growth (LTG) is the annual EPS growth that the company can sustain over the next 3 or 5 years. Both estimates are the average of those provided by analysts working for brokerage firms who provide research coverage on each individual security as reported by FactSet. All non-equity securities, investment companies, and companies without brokerage analyst coverage are excluded.

 

One critical consequence of interest rates normalizing is that access to capital now has real costs—which should benefit conservatively capitalized, fiscally prudent small-cap companies and the asset managers who hold them. The price of carrying

leverage on the balance sheet began to climb when the Fed first started raising rates in March of 2022—and its increased cost means that advantages should accrue to those businesses with low debt, the ability to generate free cash flow, and proven skill allocating capital prudently and effectively. Returns are thus likely to be spread more widely over the next few years, with the reign of the Magnificent 7—the mega-cap cohort of Alphabet, Amazon, Apple, Meta, Microsoft, Nvidia, and Tesla—likely coming to an end and with it, small-cap’s long stretch of underperformance. To be sure, attractively priced, high-quality and/or growing small-cap businesses that have largely sat out the mega-cap performance regime could be clear beneficiaries. To us, this represents a great opportunity for active managers seeking to identify those small-cap businesses best positioned for long-term success. Our outlook is therefore constructive. Of course, we always put the most stock in what we’re hearing from management teams—most of whom remain cautiously optimistic about 2024. We are therefore looking forward to what we think should be a favorable cycle for small-cap stocks and active management. We are more optimistic about the long-term prospects for select small-caps than we have been in several years.


Sincerely,

 

       
Charles M. Royce Christopher D. Clark Francis D. Gannon  
Chairman, Chief Executive Officer, and Co-Chief Investment Officer,  
Royce Investment Partners Co-Chief Investment Officer, Royce Investment Partners  
January 31, 2024 Royce Investment Partners    
     

 

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Performance

 

 

NAV Average Annual Total Returns

As of December 31, 2023 (%) 

 

                  SINCE INCEPTION
  1-YR 3-YR 5-YR 10-YR 15-YR 20-YR 25-YR 30-YR INCEPTION DATE
Royce Global Value Trust 16.15 -0.47 9.13 5.53 N/A N/A N/A N/A 5.69 10/17/13
Royce Micro-Cap Trust 16.64 4.93 13.58 8.16 13.24 8.90 10.21 10.66 10.65 12/14/93
Royce Value Trust 21.62 4.75 12.81 8.16 12.36 8.55 9.28 9.91 10.32 11/26/86
INDEX                    
MSCI ACWI Small Cap Index 16.84 3.33 9.85 6.66 11.16 8.47 8.31 N/A N/A N/A
Russell Microcap Index 9.33 0.61 8.56 5.79 10.65 6.39 N/A N/A N/A N/A
Russell 2000 Index 16.93 2.22 9.97 7.16 11.30 8.11 7.91 8.56 N/A N/A

 

Important Performance and Risk Information

 

All performance information in this Review and Report reflects past performance, is presented on a total return basis, net of the Fund’s investment advisory fee, reflects the reinvestment of distributions and does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Past performance is no guarantee of future results. Investment return and principal value of an investment will fluctuate, so that shares may be worth more or less than their original cost when sold. Current performance may be higher or lower than performance quoted. Current month-end performance may be obtained at www.royceinvest.com. The Funds are closed-end registered investment companies whose respective shares of common stock may trade at a discount to the net asset value. Shares of each Fund’s common stock are also subject to the market risk of investing in the underlying portfolio securities held by each Fund. Each Fund is subject to market risk-the possibility that common stock prices will decline, sometimes sharply and unpredictably, over short or extended periods of time. Such declines may be caused by various factors, including market, financial, and economic conditions, governmental or central bank actions, and other factors, such as the recent Covid pandemic or the recent conflicts in Ukraine and the Middle East, that may not be directly related to the issuer of a security held by a Fund. These conflicts and the recent pandemic could adversely affect global market, financial, and economic conditions in ways that cannot necessarily be foreseen. Investments in securities of micro-cap or small-cap companies may involve considerably more risk than investments in securities of larger-cap companies. Investments in securities of foreign issuers may be subject to different risks than investments in securities of U.S. companies, including adverse political, social, economic, or other developments that are unique to a particular country or region. Therefore, the prices of securities of foreign companies in particular countries or regions may, at times, move in a different direction than those of securities of U.S. companies. Because such investments are usually denominated in foreign currencies and the Funds do not intend to hedge their foreign currency exposures, the U.S. dollar value of such investments may be harmed by declines in the value of foreign currencies in relation to the U.S. dollar. Royce Global Value Trust invests a significant portion of its assets in foreign companies. A broadly diversified portfolio does not ensure a profit or guarantee against loss. All indexes referenced are unmanaged and capitalization-weighted. Each index’s returns include net reinvested dividends and/or interest income. Source: MSCI. MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indexes or any securities or financial products. This report is not approved, endorsed, reviewed or produced by MSCI. None of the MSCI data is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. Russell Investment Group is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell® is a trademark of Russell Investment Group. The Russell 2000 Index is an index of domestic small-cap stocks that measures the performance of the 2,000 smallest publicly traded U.S. companies in the Russell 3000 Index. The Russell Microcap Index includes 1,000 of the smallest securities in the small-cap Russell 2000 Index, along with the next smallest eligible securities as determined by Russell. The MSCI ACWI Small Cap Index is an unmanaged, capitalization-weighted index of global small-cap stocks. The performance of an index does not represent exactly any particular investment, as you cannot invest directly in an index. Index returns include net reinvested dividends and/or interest income. Royce Global Value, Micro-Cap, and Value Trust shares of common stock trade on the NYSE. Royce Fund Services, LLC (“RFS”) is a member of FINRA and files certain material with FINRA on behalf of each Fund. RFS is not an underwriter or distributor of any of the Funds.

  

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MANAGER’S DISCUSSION (UNAUDITED)

  

Royce Global Value Trust (RGT)

 

 

 

Chuck Royce

 

FUND PERFORMANCE

Royce Global Value Trust (RGT) gained 16.2% on a net asset value (NAV) basis and 14.5% on a market price basis in 2023 versus an increase of 16.8% for its unleveraged benchmark, the MSCI ACWI Small Cap Index, for the same period.

 

WHAT WORKED… AND WHAT DIDN’T

Seven of the Fund’s 10 equity sectors contributed positively to 2023’s performance, led by Industrials, Information Technology, and Financials, while Communication Services, Health Care, and Real Estate were the detractors. At the industry level, capital markets (Financials) contributed most, followed by two groups in Industrials: machinery and trading companies & distributors. The top-detracting industries were entertainment (Communication Services), life sciences tools & services (Health Care), and professional services (Industrials).

The Fund’s top-contributing position was U.K.-based housing developer Vistry Group, which designs, builds, and sells new homes for both private customers and social landlords. It offers a portfolio of properties ranging from apartments to large detached family homes. We like its asset-light business model and its ongoing prospects as lower mortgage rates in the U.K. should help to stoke demand. APi Group provides safety, specialty, and industrial services globally, though its focus is on North America. The company announced record 2023 first-quarter results in May that included double-digit organic growth and expanded margins, a backlog near record highs, and vibrant activity across both its safety and specialty segments. This streak of robust demand, strong revenues and earnings, and margin expansion continued through the end of the year. ESAB Corporation is a U.S. company that provides fabrication technology and gas control solutions, offering its customers advanced equipment, consumables, robotics, and digital solutions. The company reported strong third-quarter results in November of 2023, characterized by organic growth, margin expansion, and positive cash flows, which led ESAB to raise full-year earnings guidance.

Chicken Soup for the Soul Entertainment, which produces and distributes video content, was the Fund’s top detractor in 2023. The hoped for spikes in DVD rental activity never materialized in 2023, and its streaming video business also disappointed, issues that influenced our decision to exit the position in the Fund. Shares of South African financial services company Transaction Capital went into freefall in March of 2023 after the firm issued a profit warning and record losses. We trimmed our position substantially in 2023’s second half. Mesa Laboratories develops and manufactures electronic measurement instruments for industrial and hemodialysis customers, including pipeline flow meters and calibration instruments. Its shares fell in 2023’s first half on currency headwinds across the company’s divisions, slower biopharmaceutical spending that affected its Biopharmaceutical Development Division, a significant decrease in Covid-driven revenues, and the loss taken in its high-margin Sema4 business, which is part of Mesa’s Clinical Genomics division. Later in the year, Mesa reported disappointing results due to sluggish capital equipment orders in its biopharmaceutical vertical and a key customer loss in its Clinical Genomics division. While confident that its business can rebound, we trimmed our position in the second half of 2023.

 

             
  Top Contributors to Performance   Top Detractors from Performance  
  For 2023 (%)1     For 2023 (%)2    
  Vistry Group 1.58   Chicken Soup for the Soul Entertainment Cl. A -2.36  
  APi Group 1.54   Transaction Capital -0.83  
  ESAB Corporation 1.16   Mesa Laboratories -0.61  
  Vontier Corporation 1.00   IPH -0.56  
  Griffon Corporation 0.94   Restore -0.31  
  1 Includes dividends     2 Net of dividends    
             

 

The Fund’s disadvantage versus the MSCI ACWI Small Cap came from stock selection in two sectors: Communication Services, which detracted significantly, and Health Care. Conversely, our substantially higher weighting in Industrials, stock selection in Financials, and lack of exposure to Utilities were most additive relative to the benchmark in 2023.

 

CURRENT POSITIONING AND OUTLOOK

Our long-term outlook remains essentially unchanged. The near-term forecast for equities remains unclear, though we see better weather on the horizon, especially for global small-cap stocks. There continues to be an array of potential triggers that we anticipate will jumpstart small-cap performance in the coming months. First, a soft landing for the U.S. economy looks more and more likely, and a recession—specifically the kind of deep and potentially lengthy contraction many have been anticipating since late 2021—looks less likely. Indeed, throughout 2022 and into 2023, we have been struck by the contrast between the more confident—albeit cautious—outlooks from the many management teams we met with, and the fatalistic headlines seen almost every day. Of course, our companies boast generally strong long-term growth prospects, low debt, positive free cash flows, high returns on invested capital, and/or proven management expertise. Overall, we think they appear well positioned for a market that is more focused on fundamentals and/or from a reaccelerating global economy. And while recession remains a reality or possibility (depending on geography), none of us knows how long it will last or how deep it will go. What we do know is that any recession—like any bear market—is ultimately finite. Any recession will be followed by a recovery. It’s worth keeping in mind that history also shows that small caps will likely begin an upward move before many of us know for sure that the economy is rebounding in earnest. For this and other reasons, we would welcome any degree of increased scrutiny of company fundamentals.

 

8 | 2023 Annual Report to Stockholders

 

 

 

   

 

PERFORMANCE AND PORTFOLIO REVIEW (UNAUDITED) SYMBOLS  MARKET PRICE RGT   NAV XRGTX

 

 

Performance

Average Annual Total Return (%) Through 12/31/23

  JUL-DEC 20231 1-YR 3-YR 5-YR 10-YR SINCE INCEPTION (10/17/13)
RGT (NAV) 8.92 16.15 -0.47 9.13 5.53 5.69

1 Not Annualized

 

 

Market Price Performance History Since Inception (10/17/13)

Cumulative Performance of Investment through 12/31/231

  1-YR 5-YR 10-YR 15-YR 20-YR SINCE INCEPTION (10/17/13)
RGT 14.5% 51.1% 61.1% N/A N/A 59.5%

 

 

¹Reflects the cumulative performance experience of a continuous common stockholder who purchased one share at inception ($8.975 IPO) and reinvested all distributions.

²Reflects the actual month-end market price movement of one share as it has traded on NYSE.

 

 

Morningstar Style Map As of 12/31/23 

 

 

 

The Morningstar Style Map is the Morningstar Style Box™ with the center 75% of fund holdings plotted as the Morningstar Ownership Zone™. The Morningstar Style Box is designed to reveal a fund’s investment strategy. The Morningstar Ownership Zone provides detail about a portfolio’s investment style by showing the range of stock sizes and styles. The Ownership Zone is derived by plotting each stock in the portfolio within the proprietary Morningstar Style Box. Over time, the shape and location of a fund's ownership zone may vary. See page 65 for additional information.

 

 

Value of $10,000

Invested on 10/17/13 as of 12/31/23 ($)

 

 

 

 

Top 10 Positions

% of Net Assets

Vistry Group 3.2
EVI Industries 2.5
Transcat 2.4
APi Group 2.4
Morningstar 2.1
SEI Investments 2.0
Artisan Partners Asset Management Cl. A 2.0
ESAB Corporation 2.0
Sprott 1.9
Griffon Corporation 1.8

 

 

Portfolio Sector Breakdown

% of Net Assets

Industrials 37.3
Financials 22.4
Information Technology 14.0
Consumer Discretionary 7.4
Materials 7.2
Health Care 6.1
Communication Services 4.5
Energy 1.2
Consumer Staples 1.0
Real Estate 1.0
Investment Companies 0.6
Outstanding Line of Credit, Net of Cash and Cash Equivalents -2.7

 

 

Calendar Year Total Returns (%)

YEAR RGT
2023 16.1
2022 -27.0
2021 16.3
2020 19.7
2019 31.2
2018 -16.1
2017 31.1
2016 11.1
2015 -3.4
2014 -6.2

 

 

Portfolio Country Breakdown 1,2

% of Net Assets

United States 43.4
Canada 15.0
United Kingdom 11.5
Sweden 4.2
Israel 4.1
Australia 3.4
India 3.2

1 Represents countries that are 3% or more of net assets.

2 Securities are categorized by the country of their headquarters.

 

 

Portfolio Diagnostics

Fund Net Assets $75 million
Number of Holdings 118
Turnover Rate 14%
Net Asset Value $11.72
Market Price $9.75
Net Leverage1 2.7%
Average Market Capitalization2 $2,006 million
Weighted Average P/E Ratio3,4 21.5x
Weighted Average P/B Ratio3 2.5x
Active Share5 98%

1Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets.

2Geometric Average. This weighted calculation uses each portfolio holding’s market cap in a way designed to not skew the effect of very large or small holdings; instead, it aims to better identify the portfolio’s center, which Royce believes offers a more accurate measure of average market cap than a simple mean or median.

3Harmonic Average. This weighted calculation evaluates a portfolio as if it were a single stock and measures it overall. It compares the total market value of the portfolio to the portfolio’s share in the earnings or book value, as the case may be, of its underlying stocks.

4The Fund’s P/E Ratio calculation excludes companies with zero or negative earnings (14% of portfolio holdings as of 12/31/23).

5Active Share is the sum of the absolute values of the different weightings of each holding in the Fund versus each holding in the benchmark, divided by two.

 

Important Performance and Risk Information

 

All performance information reflects past performance, is presented on a total return basis, net of the Fund’s investment advisory fee, reflects the reinvestment of distributions and does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the most recent month-end may be obtained at www.royceinvest.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund invests primarily in securities of small- and mid-cap companies, which may involve considerably more risk than investments in securities of larger-cap companies. The Fund’s broadly diversified portfolio does not ensure a profit or guarantee against loss. The Fund generally invests a significant portion of its net assets in foreign securities, which may involve political, economic, currency and other risks not encountered in U.S. investments. Regarding the “Top Contributors” and “Top Detractors” tables shown above, the sum of all contributors to, and all detractors from, performance for all securities in the portfolio would approximate the Fund’s year-to-date performance for 2023.

 

2023 Annual Report to Stockholders | 9

 

 

 

Royce Global Value Trust

 

 

Schedule of Investments

Common Stocks – 102.1%

 

        
   SHARES   VALUE
        
AUSTRALIA – 3.4%       
Cochlear   4,000   $814,115
IPH   253,881    1,108,976
Steadfast Group   53,300    211,390
Technology One   40,400    423,145
Total (Cost $1,471,791)         2,557,626
        
BERMUDA – 0.9%         
Bank of N.T. Butterfield & Son   21,000    672,210
Total (Cost $745,408)         672,210
        
BRAZIL – 1.5%         
Odontoprev   171,600    410,489
TOTVS   97,885    678,884
Total (Cost $750,794)         1,089,373
        
CANADA – 15.0%         
Alamos Gold Cl. A   94,100    1,265,509
Altus Group   14,760    469,406
AutoCanada 1   38,200    660,186
Canaccord Genuity Group   84,472    484,500
Computer Modelling Group   101,500    775,967
Descartes Systems Group (The) 1,2   8,424    708,121
FirstService Corporation   1,400    226,926
IMAX Corporation 1   21,100    316,922
Major Drilling Group International 1   194,300    1,350,517
Onex Corporation   13,300    928,757
Pan American Silver 2   12,700    207,391
Pason Systems   71,300    870,096
Sprott   42,642    1,444,303
TELUS Corporation   16,311    290,263
TMX Group   47,600    1,151,338
Total (Cost $7,961,986)         11,150,202
        
DENMARK – 0.2%         
Chr. Hansen Holding   1,800    150,926
Total (Cost $155,783)         150,926
        
FRANCE – 0.8%         
ALD   39,000    277,483
Esker   1,800    317,143
Total (Cost $516,235)         594,626
        
GERMANY – 0.9%         
Carl Zeiss Meditec   3,400    370,989
CompuGroup Medical   3,300    138,071
STRATEC   3,300    165,940
Total (Cost $626,695)         675,000
        
GREECE – 0.8%         
Sarantis   64,500    596,696
Total (Cost $554,222)         596,696
        
ICELAND – 0.3%         
Ossur 1   51,000    207,317
Total (Cost $321,244)         207,317
        
INDIA – 3.2%         
AIA Engineering   28,440    1,258,399
Dish TV India 1   3,777,000    828,352
Tarsons Products 1   49,000    310,321
Total (Cost $1,928,470)         2,397,072
        
INDONESIA – 0.3%         
Ace Hardware Indonesia   4,000,000    187,050
Total (Cost $169,716)         187,050
        
ISRAEL – 4.1%         
Cellebrite DI 1   46,600    403,556
Global-e Online 1   5,200    206,076
Nova 1,2,3   5,700    783,123
Phoenix Holdings   48,500    490,954
Tel Aviv Stock Exchange   222,300    1,182,555
Total (Cost $1,973,383)         3,066,264
        
ITALY – 1.3%         
Carel Industries   35,800    980,131
Total (Cost $434,504)         980,131
        
JAPAN – 2.6%         
As One   5,600    222,411
Benefit One   13,700    206,229
Fukui Computer Holdings   10,800    193,021
NSD   12,200    234,569
Square Enix Holdings   6,800    244,173
TechnoPro Holdings   7,200    189,702
TKC Corporation   25,500    680,000
Total (Cost $1,611,241)         1,970,105
        
MEXICO – 0.2%         
Becle   63,000    123,359
Total (Cost $100,233)         123,359
        
NETHERLANDS – 1.3%         
IMCD   5,500    956,600
Total (Cost $387,492)         956,600
        
NEW ZEALAND – 0.3%         
Fisher & Paykel Healthcare   17,000    253,619
Total (Cost $101,973)         253,619
        
NORWAY – 1.9%         
Protector Forsikring   70,000    1,240,170
Tomra Systems   12,000    145,808
Total (Cost $778,544)         1,385,978
        
SINGAPORE – 0.2%         
Midas Holdings 1,4   400,000    0
XP Power   8,660    149,682
Total (Cost $241,148)         149,682
        
SOUTH AFRICA – 2.6%         
CA Sales Holdings   147,597    83,108
Curro Holdings   258,594    164,691
KAL Group   17,606    38,980
PSG Financial Services   550,976    462,347
Stadio Holdings   3,686,928    1,052,112
Transaction Capital 1   344,100    150,112
Total (Cost $1,680,804)         1,951,350
        
SWEDEN – 4.2%         
Biotage   37,900    502,400
Bravida Holding   68,900    553,670
Karnov Group 1   145,381    799,981
OEM International Cl. B   118,850    1,241,991
Total (Cost $2,309,190)         3,098,042

 

10 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

December 31, 2023

 

 

Schedule of Investments (continued)

 

   SHARES   VALUE
        
SWITZERLAND – 1.8%         
Kardex Holding   2,400   $622,079
LEM Holding   150    370,073
VZ Holding   2,900    338,601
Total (Cost $482,877)        1,330,753
          
UNITED KINGDOM – 11.5%         
Diploma   8,200    374,395
DiscoverIE Group   60,800    612,240
FDM Group Holdings   46,800    273,512
Genuit Group   54,600    280,819
Halma   18,700    544,413
Judges Scientific   2,600    302,245
Keystone Law Group   95,940    623,679
Learning Technologies Group   342,800    353,930
Marlowe 1   112,600    617,160
Mortgage Advice Bureau Holdings   36,100    377,322
Restore   166,254    466,215
RWS Holdings   45,100    144,177
SThree   146,600    781,090
Team Internet Group   137,427    218,964
Vistry Group   201,008    2,350,772
YouGov   18,600    279,760
Total (Cost $7,197,203)        8,600,693
          
UNITED STATES – 42.8%         
ACV Auctions Cl. A 1   39,200    593,880
Air Lease Cl. A 2   21,161    887,492
APi Group 1,2,3   51,120    1,768,752
Arcosa   14,060    1,161,918
Artisan Partners Asset Management Cl. A   33,200    1,466,776
Blue Owl Capital Cl. A   55,280    823,672
Diodes 1,2   7,000    563,640
Element Solutions 2   36,400    842,296
Enovis Corporation 1   11,966    670,335
ESAB Corporation   16,800    1,455,216
EVI Industries 2   79,273    1,881,148
FormFactor 1,2,3   20,000    834,200
FTAI Aviation   21,360    991,104
GCM Grosvenor Cl. A   119,626    1,071,849
Griffon Corporation 2   22,500    1,371,375
Hagerty Cl. A 1   39,300    306,540
Hayward Holdings 1   58,500    795,600
Innospec 2   6,228    767,539
Kadant 2   2,664    746,746
KBR 2   18,240    1,010,678
Laureate Education 2   50,000    685,500
Lindsay Corporation 2   3,519    454,514
MarketWise Cl. A   123,100    336,063
Mesa Laboratories   4,630    485,085
Morningstar 2   5,358    1,533,674
NewtekOne   45,300    625,140
nLIGHT 1   73,100    986,850
PAR Technology 1,2,3   24,241    1,055,453
Richardson Electronics   11,356    151,603
Royal Gold   6,320    764,467
SEI Investments 2   24,050    1,528,378
Transcat 1,2   16,377    1,790,497
Vontier Corporation 2,3   33,210    1,147,406
Ziff Davis 1   5,950    399,781
Total (Cost $23,326,875)        31,955,167
          
TOTAL COMMON STOCKS         
(Cost $55,827,811)        76,099,841
          
INVESTMENT COMPANIES – 0.6%         
          
UNITED STATES – 0.6%         
VanEck Junior Gold Miners ETF   12,500    473,875
(Cost $547,814)        473,875
          
REPURCHASE AGREEMENT– 2.5%         
Fixed Income Clearing Corporation, 4.75% dated 12/29/23, due 1/2/24, maturity value
$1,873,712 (collateralized by obligations of U.S. Government Agencies, 2.75%
due 2/15/28, valued at $1,910,251)
(Cost $1,872,724)        1,872,724
          
TOTAL INVESTMENTS – 105.2%         
(Cost $58,248,349)        78,446,440
          
LIABILITIES LESS CASH AND OTHER ASSETS – (5.2)%        (3,868,321)
          
NET ASSETS – 100.0%       $74,578,119

 

New additions in 2023.
1Non-income producing.
2All or a portion of these securities were pledged as collateral in connection with the Fund’s revolving credit agreement as of December 31, 2023. Total market value of pledged securities as of December 31, 2023, was $9,389,355.
3As of December 31, 2023, a portion of these securities, in the aggregate amount of $2,506,726, were rehypothecated by BNP Paribas Prime Brokerage International, Limited in connection with the Fund’s revolving credit agreement. See Notes to Financial Statements.
4A security for which market quotations are not readily available represents 0.0% of net assets. This security has been valued at its fair value under procedures approved by the Fund’s Board of Directors. This security is defined as a Level 3 security due to the use of significant unobservable inputs in the determination of fair value. See Notes to Financial Statements.

 

Securities are categorized by the country of their headquarters.

 

Bold indicates the Fund’s 20 largest equity holdings in terms of December 31, 2023, market value.

 

TAX INFORMATION: The cost of total investments for Federal income tax purposes was $59,153,990. As of December 31, 2023, net unrealized appreciation for all securities was $19,292,450 consisting of aggregate gross unrealized appreciation of $23,870,896 and aggregate gross unrealized depreciation of $4,578,446. The primary causes of the difference between book and tax basis cost are the timing of the recognition of losses on securities sold and mark-to-market of Passive Foreign Investment Companies.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 11

 

 

 

 

 

 

Royce Global Value Trust December 31, 2023

 

 

Statement of Assets and Liabilities

 

ASSETS:    
Investments at value  $76,573,716 
Repurchase agreements (at cost and value)   1,872,724 
Foreign currency (cost $141,435)   141,645 
Receivable for dividends and interest   234,903 
Receivable for insurance reimbursement   285,836 
Prepaid expenses and other assets   18,846 
Total Assets   79,127,670 
LIABILITIES:     
Revolving credit agreement   4,000,000 
Payable for investment advisory fee   61,171 
Payable for directors’ fees   9,595 
Payable for interest expense   22,458 
Accrued legal expense   353,851 
Accrued other expenses   57,593 
Deferred capital gains tax   44,883 
Total Liabilities   4,549,551 
Contingent Liabilities1     
Net Assets  $74,578,119 
ANALYSIS OF NET ASSETS:     
Paid-in capital - $0.001 par value per share; 6,361,220 shares outstanding (150,000,000 shares authorized)  $56,154,829 
Total distributable earnings (loss)   18,423,290 
Net Assets (net asset value per share - $11.72)  $74,578,119 
Investments at identified cost  $56,375,625 

 

1 See Notes to Financial Statements.

 

12 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

Royce Global Value Trust Year Ended December 31, 2023

 

 

Statement of Operations

 

INVESTMENT INCOME:    
INCOME:    
Dividends  $1,509,686 
Foreign withholding tax   (116,141)
Interest   18,213 
Rehypothecation income   72 
Total income   1,411,830 
EXPENSES:     
Investment advisory fees   682,163 
Legal1   502,341 
Interest expense   251,946 
Custody and transfer agent fees   72,900 
Stockholder reports   68,789 
Administrative and office facilities   46,176 
Audit   37,472 
Directors’ fees   29,770 
Other expenses   27,307 
Total expenses   1,718,864 
Net investment income (loss)   (307,034)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:     
NET REALIZED GAIN (LOSS):     
Investments   169,896 
Foreign currency transactions   573 
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION):     
Investments   10,510,878 
Other assets and liabilities denominated in foreign currency   (25,472)
Net realized and unrealized gain (loss) on investments and foreign currency   10,655,875 
NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS  $10,348,841 

 

1The Fund accrued net $500,000 in legal fees and expenses through December 31, 2023 in connection with an action filed on June 29, 2023 against the Fund and numerous unrelated funds in Saba Capital Master Funds., Ltd., et al. v. Clearbridge Energy Midstream Opportunity Fund, Inc., et al., No. 1:23-cv-05568 (S.D.N.Y.). The Fund incurred an additional $285,836 in legal fees and expenses through December 31, 2023, which was paid by the Fund in 2024. Although amounts incurred for legal fees and expenses above $500,000 for this action are currently expected to be reimbursed to the Fund under its insurance policy, no assurance can be given that all or any portion of such reimbursement will be made to the Fund. See Notes to Financial Statements.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 13

 

 

 

 

 

Royce Global Value Trust

 

 

Statement of Changes in Net Assets

 

   YEAR ENDED 12/31/23   YEAR ENDED 12/31/22 
           
INVESTMENT OPERATIONS:          
Net investment income (loss)  $(307,034)  $550,924 
Net realized gain (loss) on investments and foreign currency   170,469    47,904 
Net change in unrealized appreciation (depreciation) on investments and foreign currency   10,485,406    (24,860,232)
Net increase (decrease) in net assets from investment operations   10,348,841    (24,261,404)
DISTRIBUTIONS:          
Total distributable earnings   (946,548)   (793,689)
Return of capital       (21,014)
Total distributions   (946,548)   (814,703)
CAPITAL STOCK TRANSACTIONS:          
Reinvestment of distributions   483,560    374,330 
Total capital stock transactions   483,560    374,330 
Net Increase (Decrease) In Net Assets   9,885,853    (24,701,777)
NET ASSETS:          
Beginning of year   64,692,266    89,394,043 
End of year  $74,578,119   $64,692,266 

 

14 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

Royce Global Value Trust Year Ended December 31, 2023

 

 

Statement of Cash Flows

 

CASH FLOWS FROM OPERATING ACTIVITIES:    
Net increase (decrease) in net assets from investment operations  $10,348,841 
Adjustments to reconcile net increase (decrease) in net assets from investment operations to net cash provided by operating activities:     
Purchases of long-term investments   (10,248,405)
Proceeds from sales and maturities of long-term investments   12,357,334 
Net purchases, sales and maturities of short-term investments   (1,147,227)
Net (increase) decrease in dividends and interest receivable and other assets   (73,535)
Net increase (decrease) in interest expense payable, accrued expenses and other liabilities   43,025 
Net change in unrealized appreciation (depreciation) on investments   (10,510,878)
Net realized gain (loss) on investments   (169,896)
Net cash provided by operating activities   599,259 
CASH FLOWS FROM FINANCING ACTIVITIES:     
Distributions net of reinvestment (reinvestment $483,560)   (462,988)
Net cash used for financing activities   (462,988)
INCREASE (DECREASE) IN CASH:   136,271 
Cash and foreign currency at beginning of year   5,374 
Cash and foreign currency at end of year  $141,645 

 

Supplemental disclosure of cash flow information:

For the year ended December 31, 2023, the Fund paid $247,668 in interest expense.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 15

 

 

 

 

 

Royce Global Value Trust

 

 

Financial Highlights

This table is presented to show selected data for a share of Common Stock outstanding throughout each period, and to assist stockholders in evaluating the Fund’s performance for the periods presented.

 

   YEARS ENDED
   12/31/23    12/31/22    12/31/21    12/31/20    12/31/19  
Net Asset Value, Beginning of Period  $10.25   $14.26   $14.95   $13.60   $10.42 
INVESTMENT OPERATIONS:                         
Net investment income (loss)   (0.05)1,2   0.09    (0.01)   (0.05)   0.06 
Net realized and unrealized gain (loss) on investments and foreign currency   1.69    (3.96)   2.19    2.63    3.18 
Net increase (decrease) in net assets from investment operations   1.64    (3.87)   2.18    2.58    3.24 
DISTRIBUTIONS:                         
Net investment income   –         (0.10)   (0.09)   –         (0.06)
Net realized gain on investments and foreign currency   (0.15)   (0.03)   (2.66)   (1.19)        –      
Return of capital   –         (0.00)   –         –         –      
Total distributions   (0.15)   (0.13)   (2.75)   (1.19)   (0.06)
CAPITAL STOCK TRANSACTIONS:                         
Effect of reinvestment of distributions by Common Stockholders   (0.02)   (0.01)   (0.12)   (0.04)   (0.00)
Total capital stock transactions   (0.02)   (0.01)   (0.12)   (0.04)   (0.00)
Net Asset Value, End of Period  $11.72   $10.25   $14.26   $14.95   $13.60 
Market Value, End of Period  $9.75   $8.65   $13.12   $13.36   $11.69 
TOTAL RETURN:3                         
Net Asset Value   16.15%   (27.04)%   16.34%   19.67%   31.20%
Market Value   14.50%   (33.08)%   19.77%   24.42%   32.33%
RATIOS BASED ON AVERAGE NET ASSETS:                         
Investment advisory fee expense   1.00%   1.00%   1.00%   1.00%   1.00%
Other operating expenses   1.52%1   0.54%   0.39%   0.34%   0.50%
Total expenses (net)   2.52%1   1.54%   1.39%   1.34%   1.50%
Expenses excluding interest expense   2.15%1   1.38%   1.33%   1.24%   1.29%
Expenses prior to balance credits   2.52%1   1.54%   1.39%   1.34%   1.50%
Net investment income (loss)   (0.45)%1,2   0.79%   (0.13)%   (0.15)%   0.46%
SUPPLEMENTAL DATA:                         
Net Assets, End of Period (in thousands)  $74,578   $64,692   $89,394   $83,752   $142,810 
Portfolio Turnover Rate   14%   24%   52%   54%   48%
REVOLVING CREDIT AGREEMENT:                         
Asset coverage   1964%   1717%   2335%   1147%   1885%
Asset coverage per $1,000  $19,645   $17,173   $23,349   $11,469   $18,851 
                          
1Due to a recent action filed against the Fund and numerous unrelated funds in Saba Capital Master Funds., Ltd., et al. v. Clearbridge Energy Midstream Opportunity Fund, Inc., et al., No. 1:23-cv-05568 (S.D.N.Y.), the Fund accrued net $500,000 in legal fees and expenses which resulted in a decrease in net investment income (loss) per share of $0.08, a decrease in the ratio of net investment income (loss) to average net assets of 0.73% and an increase in the noted expense ratios to average net assets of 0.73%. The Fund currently expects to be reimbursed for legal fees and expenses in excess of $500,000 that were incurred in 2023 ($285,836). The impact of such legal fees and expenses in excess of $500,000 would have resulted in an additional decrease in net investment income (loss) per share of $0.05, an additional decrease in the ratio of net investment income (loss) to average net assets of 0.42% and an additional increase to the noted expense ratios to average net assets of 0.42%. No assurance can be given that all or any portion of such reimbursement will be made to the Fund.
2A special distribution from Tel Aviv Stock Exchange resulted in an increase in net investment income (loss) per share of $0.02 and an increase in the ratio of net investment income (loss) to average net assets of 0.17%
3The Market Value Total Return is calculated assuming a purchase of Common Stock on the opening of the first business day and a sale on the closing of the last business day of each period. Dividends and distributions are assumed for the purposes of this calculation to be reinvested at prices obtained under the Fund’s Distribution Reinvestment and Cash Purchase Plan. Net Asset Value Total Return is calculated on the same basis, except that the Fund’s net asset value is used on the purchase, sale and dividend reinvestment dates instead of market value.

 

16 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

   

Royce Global Value Trust

 

Notes to Financial Statements

 

Summary of Significant Accounting Policies 

Royce Global Value Trust, Inc. (the “Fund”), is a diversified closed-end investment company that was incorporated under the laws of the State of Maryland on February 14, 2011. The Fund commenced operations on October 18, 2013. 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. 

The Fund is an investment company registered under the Investment Company Act of 1940 (the “1940 Act”) and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services-Investment Companies.” 

Royce & Associates, LP, the Fund’s investment adviser, is a majority-owned subsidiary of Franklin Resources, Inc. and primarily conducts business using the name Royce Investment Partners (“Royce”). As of December 31, 2023, officers and employees of Royce, Fund directors, the Royce retirement plans and other affiliates owned more than 19% of the Fund. 

VALUATION OF INVESTMENTS: 

Portfolio securities held by the Fund are valued as of the close of trading on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on the valuation date. Investments in money market funds are valued at net asset value per share. Values for non-U.S. dollar denominated equity securities are converted to U.S. dollars daily based upon prevailing foreign currency exchange rates as quoted by a major bank. 

Portfolio securities that are listed on an exchange or Nasdaq, or traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system, are valued: (i) on the basis of their last reported sales prices or official closing prices, as applicable, on a valuation date; or (ii) at their highest reported bid prices in the event such equity securities did not trade on a valuation date. Such inputs are generally referred to as “Level 1” inputs because they represent reliable quoted prices in active markets for identical securities. 

If the value of a portfolio security held by the Fund cannot be determined solely by reference to Level 1 inputs, such portfolio security will be “fair valued.” The Fund’s Board of Directors has designated Royce as valuation designee to perform fair value determinations for such portfolio securities in accordance with Rule 2a-5 under the 1940 Act (“Rule 2a-5”). Pursuant to Rule 2a-5, fair values are determined in accordance with policies and procedures approved by the Fund’s Board of Directors and policies and procedures adopted by Royce in its capacity as valuation designee for the Fund. Fair valued securities are reported as either “Level 2” or “Level 3” securities. 

As a general principle, the fair value of a security is the amount which the Fund might reasonably expect to receive for the security upon its current sale. However, in light of the judgment involved in fair valuations, no assurance can be given that a fair value assigned to a particular portfolio security will be the amount which the Fund might be able to receive upon its current sale. When a fair value pricing methodology is used, the fair value prices used by the Fund for such securities will likely differ from the quoted or published prices for the same securities. 

Level 2 inputs are other significant observable inputs (e.g., dealer bid side quotes and quoted prices for securities with comparable characteristics). Examples of situations in which Level 2 inputs are used to fair value portfolio securities held by the Fund on a particular valuation date include: 

Over-the-counter equity securities other than those traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system (collectively referred to herein as “Other OTC Equity Securities”) are fair valued at their highest bid price when Royce receives at least two bid side quotes from dealers who make markets in such securities;

Certain bonds and other fixed income securities may be fair valued by reference to other securities with comparable ratings, interest rates, and maturities in accordance with valuation methodologies maintained by certain independent pricing services; and

The Fund uses an independent pricing service to fair value certain non-U.S. equity securities when U.S. market volatility exceeds a certain threshold. This pricing service uses proprietary correlations it has developed between the movement of

prices of non-U.S. equity securities and indices of U.S.-traded securities, futures contracts, and other indications to estimate the fair value of such non-U.S. securities. 

Level 3 inputs are significant unobservable inputs. Examples of Level 3 inputs include (without limitation) the last trade price for a security before trading was suspended or terminated; discounts to last trade price for lack of marketability or otherwise; market price information regarding other securities; information received from the issuer and/or published documents, including SEC filings and financial statements; and other publicly available information. Pursuant to the above-referenced policies and procedures, Royce may use various techniques in making fair value determinations based upon Level 3 inputs, which techniques may include (without limitation): (i) workout valuation methods (e.g., earnings multiples, discounted cash flows, liquidation values, derivations of book value, firm or probable

 

2023 Annual Report to Stockholders | 17

 

 
 
   

 

Royce Global Value Trust

 

Notes to Financial Statements (continued)

 

VALUATION OF INVESTMENTS (continued): 

offers from qualified buyers for the issuer’s ongoing business, etc.); (ii) discount or premium from market, or compilation of other observable market information, for other similar freely traded securities; (iii) conversion from the readily available market price of a security into which an affected security is convertible or exchangeable; and (iv) pricing models or other formulas. In the case of restricted securities, fair value determinations generally start with the inherent or intrinsic worth of the relevant security, without regard to the restrictive feature, and are reduced for any diminution in value resulting from the restrictive feature. Due to the inherent uncertainty of such valuations, these fair values may differ significantly from the values that would have been used had an active market existed. 

A security that is valued by reference to Level 1 or Level 2 inputs may drop to Level 3 on a particular valuation date for several reasons, including if: 

an equity security that is listed on an exchange or Nasdaq, or traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system, has not traded and there are no bids;

Royce does not receive at least two bid side quotes for an Other OTC Equity Security;

the independent pricing services are unable to supply fair value prices; or

the Level 1 or Level 2 inputs become otherwise unreliable for any reason (e.g., a significant event occurs after the close of trading for a security but prior to the time the Fund prices its shares).

The table below shows the aggregate value of the various Level 1, Level 2, and Level 3 securities held by the Fund as of December 31, 2023. Any Level 2 or Level 3 securities held by the Fund are noted in its Schedule of Investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with owning those securities.

 

   LEVEL 1  LEVEL 2  LEVEL 3  TOTAL
Common Stocks  $76,099,841   $              –   $0   $76,099,841 
Investment Companies   473,875            473,875 
Repurchase Agreement       1,872,724        1,872,724 

 

REPURCHASE AGREEMENTS: 

The Fund may enter into repurchase agreements with institutions that the Fund’s investment adviser has determined are creditworthy. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held until maturity of the repurchase agreements, are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). Repurchase agreements could involve certain risks in the event of default or insolvency of the counter-party, including possible delays or restrictions upon the ability of the Fund to dispose of its underlying securities. The remaining contractual maturity of the repurchase agreement held by the Fund as of December 31, 2023, is next business day and continuous. 

FOREIGN CURRENCY: 

Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, expiration of currency forward contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investments in securities at the end of the reporting period, as a result of changes in foreign currency exchange rates. 

The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments. 

The Fund invests a significant portion of its assets in foreign companies that may be subject to different risks than investments in securities of U.S. companies, including adverse political, social, economic, or other developments that are unique to a particular country or region. Therefore, the prices of securities of foreign companies in particular countries or regions may, at times, move in a different direction than those of securities of U.S. companies. Because such investments in securities of foreign companies are usually denominated in foreign currencies and the Fund does not intend to hedge its foreign currency exposure, the U.S. dollar value of such investments may be harmed by declines in the value of foreign currencies in relation to the U.S. dollar. 

For the purposes of the Statement of Cash Flows, the Fund defines Cash as cash, including foreign currency.

 

18 | 2023 Annual Report to Stockholders

 

 
 
   

 

Royce Global Value Trust

 

Notes to Financial Statements (continued)

 

DISTRIBUTIONS AND TAXES: 

As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes under the caption “Tax Information.” 

The Fund pays any dividends and capital gain distributions annually in December. Because federal income tax regulations differ from generally accepted accounting principles, income and capital gain distributions determined in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes differ from those reflected in the accompanying financial statements. 

CAPITAL GAINS TAXES: 

The Fund may be subject to a tax imposed on capital gains on securities of issuers domiciled in certain countries. The Fund records an estimated deferred tax liability for gains in these securities that have been held for less than one year. This amount, if any, is reported as deferred capital gains tax in the accompanying Statement of Assets and Liabilities, assuming those positions were disposed of at the end of the period, and accounted for as a reduction in the market value of the security. 

INVESTMENT TRANSACTIONS AND RELATED INVESTMENT INCOME: 

Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date except for certain dividends from securities where the dividend rate is not available. In such cases, the dividend is recorded as soon as the information is received by the Fund. Non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. Premiums and discounts on debt securities are amortized using the effective yield-to-maturity method. Realized gains and losses from investment transactions are determined on the basis of identified cost for book and tax purposes

EXPENSES: 

The Fund incurs direct and indirect expenses. Expenses directly attributable to the Fund are charged to the Fund, while expenses applicable to more than one of the Royce Funds are allocated equitably. Certain personnel, occupancy costs and other administrative expenses related to all of the Royce Funds are allocated by Royce under an administration agreement and are included in administrative and office facilities and legal expenses. 

INDEMNIFICATION PROVISIONS: 

Reference is made to Maryland law, the Fund’s Articles of Incorporation, as amended and supplemented, and the Fund’s Amended and Restated By-laws, each of which provides for the indemnification by the Fund of the Fund’s officers and directors under the circumstances and to the extent set forth therein. Reference is also made to the investment advisory agreement between the Fund and Royce which provides for the indemnification by the Fund of Royce under the circumstances and to the extent set forth therein. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification provisions in favor of such service providers and other covered persons. The amount of any potential Fund liability under these indemnification arrangements, if any, currently cannot be determined with any degree of specificity. The Fund is not currently in possession of any information that would cause it to believe that the Fund is reasonably likely to be subject to any material adverse impact from the operation of these indemnification arrangements. No assurance can be given, however, that the Fund will not incur any liability from the operation of these indemnification arrangements. Any future liability to the Fund that may arise from the operation of such arrangements will be publicly disclosed to the extent required by relevant accounting guidance and applicable laws, rules, and regulations. 

Capital Stock: 

The Fund issued 50,902 and 43,376 shares of Common Stock as reinvestment of distributions for the years ended December 31, 2023, and December 31, 2022, respectively. 

Borrowings: 

The Fund is party to a revolving credit agreement (the “credit agreement”) with BNP Paribas Prime Brokerage International, Limited (BNPPI). The Fund pays a commitment fee of 0.50% per annum on the unused portion of the then-current maximum amount that may be borrowed by the Fund under the credit agreement. The credit agreement has a 179-day rolling term that resets daily. The Fund pledges eligible portfolio securities as collateral and has granted a security interest in such pledged securities to, and in favor of, BNPPI as security for the loan balance outstanding. The amount of eligible portfolio securities required to be pledged as collateral is determined by BNPPI in accordance with the credit agreement. In determining collateral requirements, the value of eligible securities pledged as collateral is subject to discount by BNPPI based upon a variety of factors set forth in the credit agreement. As of December 31, 2023, the market value of eligible securities pledged as collateral exceeded two times the loan balance outstanding. 

2023 Annual Report to Stockholders | 19

 

 
 
   

 

Royce Global Value Trust

 

Notes to Financial Statements (continued)

 

Borrowings (continued): 

If the Fund fails to meet certain requirements, or comply with other financial covenants set forth in the credit agreement, the Fund may be required to repay immediately, in part or in full, the loan balance outstanding under the credit agreement, which may necessitate the sale of portfolio securities at potentially inopportune times. BNPPI may terminate the credit agreement upon certain ratings downgrades of its corporate parent, which would result in the Fund’s entire loan balance becoming immediately due and payable. The occurrence of such ratings downgrades may necessitate the sale of portfolio securities at potentially inopportune times. BNPPI may also terminate the credit agreement upon sixty (60) calendar days’ prior written notice to the Fund in the event the Fund’s net asset value per share as of the close of business on the last business day of any calendar month declines by thirty-five percent (35%) or more from the Fund’s net asset value per share as of the close of business on the last business day of the immediately preceding calendar month. 

The credit agreement also permits, subject to certain conditions, BNPPI to rehypothecate portfolio securities pledged by the Fund up to the amount of the loan balance outstanding. The Fund continues to receive payments in lieu of dividends and interest on rehypothecated securities. The Fund also has the right under the credit agreement to recall the rehypothecated securities from BNPPI on demand. If BNPPI fails to deliver the recalled security in a timely manner, the Fund is compensated by BNPPI for any fees or losses related to the failed delivery or, in the event a recalled security is not returned by BNPPI, the Fund, upon notice to BNPPI, may reduce the loan balance outstanding by the value of the recalled security failed to be returned. The Fund receives a portion of the fees earned by BNPPI in connection with the rehypothecation of portfolio securities. 

The maximum amount the Fund may borrow under the credit agreement is $4,000,000. The Fund has the right to reduce the maximum amount it can borrow under the credit agreement upon one (1) business day’s prior written notice to BNPPI. In addition, the Fund and BNPPI may agree to increase the maximum amount the Fund can borrow under the credit agreement, which amount may not exceed $15,000,000. 

As of December 31, 2023, the Fund had outstanding borrowings of $4,000,000. During the year ended December 31, 2023, the Fund had an average daily loan balance of $4,000,000 at a weighted average borrowing cost of 6.21%. The maximum loan balance outstanding during the year ended December 31, 2023, was $4,000,000. As of December 31, 2023, the aggregate value of rehypothecated securities was $2,506,726. During the year ended December 31, 2023, the Fund earned $72 in fees from rehypothecated securities. 

Investment Advisory Agreement: 

The investment advisory agreement between Royce and the Fund provides for fees to be paid at an annual rate of 1.00% of the Fund’s average daily net assets, computed daily and payable monthly. For the year ended December 31, 2023, the Fund expensed Royce investment advisory fees totaling $682,163. 

Purchases and Sales of Investment Securities: 

For the year ended December 31, 2023, the costs of purchases and proceeds from sales of investment securities, other than short-term securities, amounted to $10,248,620, and $12,357,907, respectively. 

Tax Information: 

Distributions during the years ended December 31, 2023 and 2022, were characterized as follows for tax purposes:

 

ORDINARY INCOME  LONG-TERM CAPITAL GAINS  RETURN OF CAPITAL
2023  2022  2023  2022  2023  2022
$456,300   $588,297   $490,248   $205,392   $ –   $21,014 

 

The tax basis components of distributable earnings as of December 31, 2023, were as follows:

 

         QUALIFIED LATE YEAR   
      NET UNREALIZED  ORDINARY AND  TOTAL
UNDISTRIBUTED  UNDISTRIBUTED LONG-TERM  APPRECIATION  POST-OCTOBER LOSS  DISTRIBUTABLE
ORDINARY INCOME  CAPITAL GAINS  (DEPRECIATION)1  DEFERRALS2  EARNINGS
$477,388   $ –  $19,251,356   $(1,305,454)  $18,423,290 

 

1Includes timing differences on foreign currency, recognition of losses on securities sold and mark-to-market of Passive Foreign Investment Companies.
2Under the current tax law, capital losses and qualified late year ordinary losses incurred after October 31 may be deferred and treated as occurring on the first day of the following fiscal year.

 

For financial reporting purposes, capital accounts and distributions to stockholders are adjusted to reflect the tax character of permanent book/tax differences. For the year ended December 31, 2023, the Fund had no reclassifications.

 

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years (2020-2023) and has concluded that as of December 31, 2023, no provision for income tax is required in the Fund’s financial statements.

 

20 | 2023 Annual Report to Stockholders

 

 
 
   

 

Royce Global Value Trust

 

Notes to Financial Statements (continued)

 

Commitments/Contingencies: 

On June 29, 2023, an action was filed against the Fund and numerous unrelated funds in Saba Capital Master Funds., Ltd., et al. v. Clearbridge Energy Midstream Opportunity Fund, Inc., et al., No. 1:23-cv-05568 (S.D.N.Y.). The action seeks to rescind the defendants’ election to opt into, and become subject to, the provisions of the Maryland Control Share Acquisition Act (“MCSAA”), attorneys’ fees/costs, and other relief. On the same day, the plaintiffs also filed a motion for summary judgment against the various defendants. On October 31, 2023, the Fund and certain unrelated funds filed motions to dismiss such action based upon various grounds. On December 5, 2023, the Court issued an order denying such motions to dismiss, granting plaintiffs’ motion for summary judgment against the remaining defendants, and directing rescission of the bylaw provisions that sought to implement the provisions of the MCSAA. The Court subsequently issued the corresponding judgment and a legal opinion on January 4, 2024. The Fund filed a notice of appeal from such judgment with the United States Court of Appeals for the Second Circuit on January 4, 2024. The ultimate outcome of this action is unknown. 

The Fund incurred $785,836 ($353,851 of which is payable as of December 31, 2023) in legal fees and expenses in connection with this action through December 31, 2023. The effect of such accrued expense is reflected in various ratios for the Fund for the fiscal period ended December 31, 2023 that appear under “Financial Highlights.” The deductible amount for this action under the Fund’s insurance policy is $500,000. Although amounts incurred for legal fees and expenses above $500,000 for this action are currently expected to be reimbursed to the Fund by the insurer, no assurance can be given that all or any portion of such reimbursement to the Fund will be made. 

Subsequent Events: 

Subsequent events have been evaluated through the date the financial statements were issued and it has been determined that no events have occurred that require disclosure, other than as disclosed within.

 

2023 Annual Report to Stockholders | 21

 

 
 
   

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors and Stockholders of Royce Global Value Trust, Inc.:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Royce Global Value Trust, Inc. (the “Fund”) as of December 31, 2023, the related statements of operations and cash flows for the year ended December 31, 2023, the statement of changes in net assets for each of the two years in the period ended December 31, 2023, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2023 and the financial highlights for each of the five years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2023 by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

/s/PricewaterhouseCoopers LLP

New York, New York 

February 22, 2024

 

We have served as the auditor of one or more investment companies in the Franklin Templeton Group of Funds since 1948.

 

22 | 2023 Annual Report to Stockholders

 

 
 
   

 

This page is intentionally left blank.

 

2023 Annual Report to Stockholders | 23

 

 
 
   

 

MANAGERS’ DISCUSSION (UNAUDITED)

  

Royce Micro-Cap Trust (RMT)

 

 

 

Chuck Royce, Jim Stoeffel,
Brendan Hartmann

 

FUND PERFORMANCE

Royce Micro-Cap Trust (RMT) advanced 16.6% on an NAV (net asset value) basis and 15.9% on a market price basis in 2023, versus respective gains of 16.9% and 9.3% for its primary unleveraged benchmark, the small-cap Russell 2000 Index and its secondary benchmark, the unleveraged Russell Microcap Index, for the same period. The Fund beat the Russell 2000 on both an NAV and market price basis for the 3-, 5-, 10-, 15-, 20-, 25-, 30-year, and since inception (12/14/93) periods ended 12/31/23.

 

WHAT WORKED… AND WHAT DIDN’T

Eight of the Fund’s 11 equity sectors made positive contributions to performance in 2023, with the biggest coming from Industrials, Information Technology, and Energy, while the detractors were Communication Services, Consumer Staples, and Real Estate. The biggest contributors at the industry level were semiconductors & semiconductor equipment (Information Technology), machinery, and trading companies & distributors (both in Industrials). Communications equipment (Information Technology), entertainment (Communication Services), and professional services (Industrials) were the biggest detractors.

The top contributor at the position level was CIRCOR International, which makes pumps, valves, and other flow-control products for the aerospace & defense, chemicals, and refineries industries. The company agreed to be acquired by KKR in June at a roughly 50% premium before a second suitor made a better offer later that month. KKR then upped its price, which sent CIRCOR’s shares soaring. In October, CIRCOR announced the successful completion of its acquisition by KKR. Camtek manufactures metrology and inspection tools for the semiconductor equipment industry. Its Advanced Packaging segment has been benefiting from the shrinking line widths of semiconductors and the corresponding need to stack many semiconductors together to drive improved performance. This phenomenon is even more acute for semiconductors being developed for AI applications, where Camtek is beginning to see significant orders. Transcat provides accredited calibration, repair, inspection and laboratory instrument services and distributes professional grade handheld test, measurement, and control instrumentation.

 

             
  Top Contributors to Performance   Top Detractors from Performance  
  For 2023 (%)1     For 2023 (%)2    
  CIRCOR International 1.91   Clearfield -0.87  
  Camtek 1.42   Mesa Laboratories -0.82  
  Transcat 1.15   Chicken Soup for the Soul    
  PAR Technology 1.08   Entertainment Cl. A -0.54  
  Dorian LPG 0.91   Cutera -0.53  
  1 Includes dividends     B. Riley Financial -0.51  
        2 Net of dividends    

 

The company continued to execute on its automation and process improvement initiatives, while demand in its distribution business remained robust.

RMT’s top detractor in 2023 was Clearfield, which provides equipment and cable products principally to more rural cable companies. It has been hurt by inventory corrections as supply chains have normalized post-Covid. Mesa Laboratories develops and manufactures electronic measurement instruments for industrial and hemodialysis customers. Its shares fell in 2023’s first half on currency headwinds across the company’s divisions, slower biopharmaceutical spending that affected its Biopharmaceutical Development Division, a significant decrease in Covid-driven revenues, and the loss taken in its high-margin Sema4 business, which is part of Mesa’s Clinical Genomics division. Later in the year, Mesa reported disappointing results due to sluggish capital equipment orders in its biopharmaceutical vertical and a key customer loss in its Clinical Genomics division. Confident that its business can rebound, we added shares in 2023. Chicken Soup for the Soul Entertainment produces and distributes video content. The hoped for spikes in DVD rental activity never materialized in 2023, and its streaming video business also disappointed. We trimmed our position substantially in 2023’s second half.

The Fund’s advantage, before expenses, over the Russell 2000 in 2023 came from our sector allocation decisions. At the sector level, stock selection in Industrials (along with a smaller impact from our higher weighting) and Energy (helped by our lower weighting), along with having virtually no exposure to Utilities helped relative results most. Conversely, stock selection in Communication Services and Financials, as well as both stock selection and a lower weight in Consumer Discretionary, detracted most from relative results.

 

CURRENT POSITIONING AND OUTLOOK

As 2023 drew to a close, investors became more hopeful that the Fed had reached the end of its tightening cycle and may be on the verge of cutting rates in 2024. We view financial liquidity as a key element of micro-cap performance, which could be seen in 4Q23’s strong results. Although we believe we have not yet seen the full lagged impact of the Fed’s tightening cycle, the U.S. economy remains fairly resilient and inflationary pressures have eased as supply chains have normalized from Covid related disruptions. In spite of lingering macro uncertainty, we remain upbeat on the intermediate to long-term opportunities for companies in our domestically focused portfolio. Key among these is the ongoing trend towards re-industrialization of the U.S. economy, which we believe is being driven by a desire to shorten supply chains as well as an increasing realization of the strategic importance of domestic semiconductor manufacturing. The increased fiscal spending on domestic infrastructure projects is also just beginning to take hold, which we expect to provide tailwinds to many of our companies in the near to intermediate term.

 

24 | 2023 Annual Report to Stockholders

 

 

   

 

PERFORMANCE AND PORTFOLIO REVIEW (UNAUDITED) SYMBOLS    MARKET PRICE RMT NAV XOTCX

 

 

Performance

Average Annual Total Return (%) Through 12/31/23

 

  JUL-DEC 20231 1-YR 3-YR 5-YR 10-YR 15-YR 20-YR 25-YR 30-YR SINCE INCEPTION
(12/14/93)
RMT (NAV) 9.54 16.64 4.93 13.58 8.16 13.24 8.90 10.21   10.66 10.65

1 Not Annualized

 

 

Market Price Performance History Since Inception (12/14/93)

Cumulative Performance of Investment through 12/31/231

 

  1-YR 5-YR 10-YR 15-YR 20-YR SINCE INCEPTION (12/14/93)
RMT 15.9% 91.7% 116.6% 547.9% 413.5% 1694.5%

 

 

 

¹Reflects the cumulative performance experience of a continuous common stockholder who purchased one share at inception ($7.50 IPO), reinvested all distributions and fully participated in the primary subscription of the Fund's 1994 rights offering.

²Reflects the actual month-end market price movement of one share as it has traded on NYSE and, prior to 12/1/03, on the Nasdaq.

 

 

Morningstar Style Map As of 12/31/23 

 

 

 

The Morningstar Style Map is the Morningstar Style Box™ with the center 75% of fund holdings plotted as the Morningstar Ownership Zone™. The Morningstar Style Box is designed to reveal a fund’s investment strategy. The Morningstar Ownership Zone provides detail about a portfolio’s investment style by showing the range of stock sizes and styles. The Ownership Zone is derived by plotting each stock in the portfolio within the proprietary Morningstar Style Box. Over time, the shape and location of a fund’s ownership zone may vary. See page 65 for additional information.

 

 

Value of $10,000

Invested on 6/30/2000 (Russell Microcap Inception) as of 12/31/23 ($)

 

 

 

 

Top 10 Positions

% of Net Assets

Transcat 2.9
PAR Technology 2.4
Major Drilling Group International 2.2
nLIGHT 1.8
Camtek 1.8
Mesa Laboratories 1.8
Sprott 1.7
EVI Industries 1.6
Haynes International 1.5
Aspen Aerogels 1.5

 

 

Portfolio Sector Breakdown

% of Net Assets

Information Technology 23.1
Industrials 18.7
Financials 14.6
Health Care 12.7
Materials 9.2
Consumer Discretionary 7.5
Energy 5.7
Communication Services 2.7
Real Estate 2.3
Consumer Staples 0.7
Utilities 0.3
Investment Companies 0.5
Preferred Stock 0.0
Cash and Cash Equivalents, Net of Outstanding Line of Credit 2.0

 

 

Calendar Year Total Returns (%)

YEAR RMT
2023 16.6
2022 -16.9
2021 19.2
2020 33.6
2019 22.4
2018 -11.6
2017 17.7
2016 22.0
2015 -11.7
2014 3.5
2013 44.5
2012 17.3
2011 -7.7
2010 28.5
2009 46.5

 

 

Portfolio Diagnostics

Fund Net Assets $520 million
Number of Holdings 259
Turnover Rate 30%
Net Asset Value $10.47
Market Price $9.24
Average Market Capitalization 1 $710 million
Weighted Average P/B Ratio 2 2.0x
Active Share 3 95%
U.S. Investments (% of Net Assets) 76.1%
Non-U.S. Investments (% of Net Assets) 21.9%

 

1Geometric Average. This weighted calculation uses each portfolio holding’s market cap in a way designed to not skew the effect of very large or small holdings; instead, it aims to better identify the portfolio’s center, which Royce believes offers a more accurate measure of average market cap than a simple mean or median.

2Harmonic Average. This weighted calculation evaluates a portfolio as if it were a single stock and measures it overall. It compares the total market value of the portfolio to the portfolio’s share in the earnings or book value, as the case may be, of its underlying stocks.

3Active Share is the sum of the absolute values of the different weightings of each holding in the Fund versus each holding in the benchmark, divided by two.

 

Important Performance and Risk Information

 

All performance information reflects past performance, is presented on a total return basis, net of the Fund’s investment advisory fee, reflects the reinvestment of distributions and does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the most recent month-end may be obtained at www.royceinvest.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund normally invests in micro-cap companies, which may involve considerably more risk than investments in securities of larger-cap companies. The Fund’s broadly diversified portfolio does not ensure a profit or guarantee against loss. From time to time, the Fund may invest a significant portion of its net assets in foreign securities, which may involve political, economic, currency and other risks not encountered in U.S. investments. Regarding the “Top Contributors” and “Top Detractors” tables shown above, the sum of all contributors to, and all detractors from, performance for all securities in the portfolio would approximate the Fund’s year-to-date performance for 2023.

 

2023 Annual Report to Stockholders | 25

 

 

 

 

Royce Micro-Cap Trust

 

 

Schedule of Investments

Common Stocks – 97.5%

 

   SHARES   VALUE
        
COMMUNICATION SERVICES – 2.7%       
DIVERSIFIED TELECOMMUNICATION SERVICES - 0.0%       
LICT Corporation 1,2   12   $213,600
ENTERTAINMENT - 1.0%         
Chicken Soup for the Soul Entertainment Cl. A 2   477,611    104,788
IMAX Corporation 2   321,900    4,834,938
         4,939,726
INTERACTIVE MEDIA & SERVICES - 0.7%         
Eventbrite Cl. A 2   78,220    653,919
QuinStreet 2   221,200    2,835,784
ZipRecruiter Cl. A 2   18,886    262,516
         3,752,219
MEDIA - 1.0%         
Magnite 2   298,173    2,784,936
TechTarget 2   72,168    2,515,776
         5,300,712
Total (Cost $15,096,635)        14,206,257
          
CONSUMER DISCRETIONARY – 7.5%         
AUTOMOBILE COMPONENTS - 1.3%         
Motorcar Parts of America 2   54,800    511,832
Patrick Industries 3   8,360    838,926
Sebang Global Battery   50,500    2,282,087
Standard Motor Products 3   47,460    1,889,383
Stoneridge 2,3   56,200    1,099,834
         6,622,062
BROADLINE RETAIL - 0.2%         
1stdibs.com 2   198,787    930,323
DIVERSIFIED CONSUMER SERVICES - 1.1%         
Park Lawn   50,000    744,878
Universal Technical Institute 2   395,000    4,945,400
         5,690,278
HOTELS, RESTAURANTS & LEISURE - 1.9%         
Century Casinos 2   222,500    1,085,800
Inspired Entertainment 2   150,000    1,482,000
Lindblad Expeditions Holdings 2,3   629,194    7,091,016
         9,658,816
HOUSEHOLD DURABLES - 1.4%         
Cavco Industries 2,3,4   6,900    2,391,678
Legacy Housing 2   162,038    4,086,598
Lifetime Brands 3   119,294    800,463
         7,278,739
LEISURE PRODUCTS - 0.3%         
Clarus Corporation   254,903    1,757,556
SPECIALTY RETAIL - 1.3%         
AutoCanada 2   321,700    5,559,737
Barnes & Noble Education 2   50,000    74,500
Destination XL Group 2   75,000    330,000
Shoe Carnival 3   34,632    1,046,233
         7,010,470
Total (Cost $31,629,391)        38,948,244
          
CONSUMER STAPLES – 0.7%         
BEVERAGES - 0.1%         
Primo Water   26,791    403,204
CONSUMER STAPLES DISTRIBUTION & RETAIL - 0.0%         
Rite Aid 1,2   200,000    41,000
FOOD PRODUCTS - 0.6%         
CubicFarm Systems 2   400,000    6,038
J G Boswell Company 1   2,490    1,518,900
John B. Sanfilippo & Son 3   7,900    814,016
Seneca Foods Cl. A 2   15,603    818,221
         3,157,175
Total (Cost $3,633,940)        3,601,379
          
ENERGY – 5.7%         
ENERGY EQUIPMENT & SERVICES - 3.2%         
Bristow Group 2,3   177,900    5,029,233
Pason Systems   470,366    5,740,023
SEACOR Marine Holdings 2,3   216,957    2,731,489
TerraVest Industries   90,000    3,005,547
         16,506,292
OIL, GAS & CONSUMABLE FUELS - 2.5%         
Dorchester Minerals L.P.   76,981    2,450,305
Dorian LPG   84,553    3,709,340
GeoPark   69,218    593,199
Kimbell Royalty Partners L.P.   55,724    838,646
Navigator Holdings   175,000    2,546,250
Northern Oil and Gas 3   34,200    1,267,794
StealthGas 2   229,664    1,483,630
         12,889,164
Total (Cost $21,068,699)        29,395,456
          
FINANCIALS – 14.6%         
BANKS - 1.9%         
Bank of N.T. Butterfield & Son   21,867    699,963
BankFirst Capital 1   3,755    116,442
Bay Community Bancorp Cl. A 1   16,500    127,050
Chemung Financial 3   31,000    1,543,800
Citizens Bancshares 1   3,160    119,132
First National Bank Alaska 1   695    135,525
Harbor Bankshares 1   8,419    79,644
HBT Financial   46,300    977,393
Live Oak Bancshares 3   30,900    1,405,950
M&F Bancorp 1   7,300    113,150
Midway Investments 2,5   735,647    0
OP Bancorp   14,500    158,775
United Bancorporation of Alabama 1   3,447    143,395
Virginia National Bankshares 3   89,910    3,091,106
WSFS Financial   22,500    1,033,425
         9,744,750
CAPITAL MARKETS - 9.5%         
B. Riley Financial 3   186,600    3,916,734
Barings BDC   215,300    1,847,274
Bolsa Mexicana de Valores   1,068,000    2,208,202
Bridge Investment Group Holdings Cl. A   36,937    361,244
Canaccord Genuity Group   574,893    3,297,375
Donnelley Financial Solutions 2,3   78,100    4,871,097
Fiera Capital Cl. A   78,000    358,492
GCM Grosvenor Cl. A   257,535    2,307,514
MarketWise Cl. A   500,000    1,365,000
Open Lending 2   67,170    571,617
OTC Markets Group 1   42,577    2,380,054
Perella Weinberg Partners Cl. A   81,980    1,002,615
Silvercrest Asset Management Group Cl. A 3   372,901    6,339,317
Sprott   262,453    8,889,393
StoneX Group 2,3   45,997    3,395,959
Tel Aviv Stock Exchange   343,000    1,824,634

 

26 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

December 31, 2023

 

 

Schedule of Investments (continued)

 

   SHARES   VALUE
        
FINANCIALS (continued)       
CAPITAL MARKETS (continued)       
U.S. Global Investors Cl. A   439,454   $1,239,260
Urbana Corporation   237,600    849,948
Value Line   18,570    905,288
Westaim Corporation (The) 2   500,000    1,416,928
         49,347,945
CONSUMER FINANCE - 0.3%         
EZCORP Cl. A 2,3,4   201,000    1,756,740
FINANCIAL SERVICES - 2.8%         
Acacia Research 2,3,4   543,623    2,131,002
Cantaloupe 2   50,000    370,500
ECN Capital   1,031,200    2,334,705
International Money Express 2   83,300    1,840,097
NewtekOne   378,975    5,229,855
Repay Holdings Cl. A 2   273,708    2,337,466
Waterloo Investment Holdings 2,5   806,000    225,680
         14,469,305
INSURANCE - 0.1%         
Ambac Financial Group 2   48,084    792,424
Total (Cost $69,598,380)        76,111,164
        
HEALTH CARE – 12.7%       
BIOTECHNOLOGY - 2.6%       
Absci Corporation 2   387,773    1,628,647
Actinium Pharmaceuticals 2   50,000    254,000
Agios Pharmaceuticals 2   7,338    163,417
Arcturus Therapeutics Holdings 2   129,836    4,093,729
Avid Bioservices 2   29,070    188,955
C4 Therapeutics 2   42,554    240,430
CareDx 2   100,000    1,200,000
Caribou Biosciences 2   253,102    1,450,274
Fate Therapeutics 2   107,318    401,369
4D Molecular Therapeutics 2   18,769    380,260
Inhibrx 2   12,995    493,810
Kymera Therapeutics 2   16,004    407,462
MeiraGTx Holdings 2   114,400    803,088
Prime Medicine 2   39,837    352,956
Relay Therapeutics 2   32,025    352,595
Travere Therapeutics 2   41,641    374,353
Viking Therapeutics 2   28,037    521,769
X4 Pharmaceuticals 2   388,363    325,642
         13,632,756
HEALTH CARE EQUIPMENT & SUPPLIES - 2.5%         
Artivion 2   62,700    1,121,076
AtriCure 2,3   15,000    535,350
Atrion Corporation   1,200    454,548
ClearPoint Neuro 2   53,065    360,311
Cutera 2,3,4   49,700    175,193
Establishment Labs Holdings 2   16,190    419,159
LeMaitre Vascular   7,885    447,553
OrthoPediatrics Corp. 2   13,975    454,327
Profound Medical 2   189,100    1,584,099
Semler Scientific 2,3   22,400    992,096
Surmodics 2,3   98,787    3,590,907
UFP Technologies 2,3   8,949    1,539,586
Utah Medical Products   15,114    1,272,901
         12,947,106
HEALTH CARE PROVIDERS & SERVICES - 2.0%         
Castle Biosciences 2   31,642    682,835
Cross Country Healthcare 2,3   58,900    1,333,496
Great Elm Group 2   682,245    1,323,555
Hims & Hers Health Cl. A 2   200,000    1,780,000
Joint Corp. (The) 2   127,484    1,225,121
ModivCare 2   25,000    1,099,750
National Research 3   71,668    2,835,186
         10,279,943
HEALTH CARE TECHNOLOGY - 0.6%         
Simulations Plus 3   72,770    3,256,458
LIFE SCIENCES TOOLS & SERVICES - 4.6%         
Azenta 2,3   15,700    1,022,698
BioLife Solutions 2   257,950    4,191,687
Harvard Bioscience 2   317,400    1,698,090
Lifecore Biomedical 2,3   75,610    468,026
MaxCyte 2   157,338    739,489
Mesa Laboratories 3   88,169    9,237,466
OmniAb 2   160,148    988,113
Quanterix Corporation 2   199,800    5,462,532
         23,808,101
PHARMACEUTICALS - 0.4%       
Avadel Pharmaceuticals ADR 2   20,981    296,252
Knight Therapeutics 2   237,000    928,289
Theravance Biopharma 2,3,4   59,009    663,261
         1,887,802
Total (Cost $58,629,978)        65,812,166
          
INDUSTRIALS – 18.7%         
AEROSPACE & DEFENSE - 0.7%         
Astronics Corporation 2   56,929    991,703
CPI Aerostructures 2   189,700    517,881
Innovative Solutions and Support 2   78,828    672,403
Park Aerospace   101,300    1,489,110
         3,671,097
BUILDING PRODUCTS - 0.9%         
Burnham Holdings Cl. A 1   117,000    1,368,900
Insteel Industries 3   49,700    1,903,013
Janus International Group 2   97,610    1,273,811
Quanex Building Products   9,900    302,643
         4,848,367
COMMERCIAL SERVICES & SUPPLIES - 1.0%         
Acme United   25,000    1,071,500
Civeo Corporation   37,499    856,852
Montrose Environmental Group 2   48,041    1,543,558
VSE Corporation   30,087    1,943,921
         5,415,831
CONSTRUCTION & ENGINEERING - 2.2%         
Construction Partners Cl. A 2   38,973    1,696,105
Granite Construction   13,500    686,610
IES Holdings 2,3   62,874    4,980,878
Limbach Holdings 2   12,915    587,245
MasTec 2   13,287    1,006,092
Matrix Service 2,3   40,425    395,356
Northwest Pipe 2,3   65,100    1,969,926
         11,322,212
ELECTRICAL EQUIPMENT - 1.3%         
American Superconductor 2   104,225    1,161,066
Hammond Power Solutions Cl. A   15,250    940,285
LSI Industries   199,970    2,815,578

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 27

 

 

 

 

 

Royce Micro-Cap Trust

 

 

Schedule of Investments (continued) 

     

   SHARES   VALUE
        
INDUSTRIALS (continued)       
ELECTRICAL EQUIPMENT (continued)       
Powell Industries   21,400   $1,891,760
         6,808,689
GROUND TRANSPORTATION - 1.0%         
Covenant Logistics Group Cl. A   24,786    1,141,147
FTAI Infrastructure   89,132    346,724
Universal Logistics Holdings 3   125,240    3,509,225
         4,997,096
MACHINERY - 2.6%         
Graham Corporation 2   149,850    2,842,654
Hurco Companies 3   16,566    356,666
L. B. Foster Company 2,3   95,300    2,095,647
Lindsay Corporation 3   37,500    4,843,500
Luxfer Holdings 3   22,198    198,450
Shyft Group (The)   41,476    506,837
Standex International   5,700    902,766
Tennant Company   19,200    1,779,648
         13,526,168
MARINE TRANSPORTATION - 1.3%         
Algoma Central   40,000    451,304
Clarkson   52,700    2,126,059
Eagle Bulk Shipping 3   71,728    3,973,731
         6,551,094
PASSENGER AIRLINES - 0.1%         
Harbor Diversified 1,2   201,262    408,562
PROFESSIONAL SERVICES - 1.7%         
Forrester Research 2,3   188,829    5,062,506
Franklin Covey 2,3   40,100    1,745,553
NV5 Global 2   11,400    1,266,768
Resources Connection   59,300    840,281
Spire Global Cl. A 2   6,250    48,875
         8,963,983
TRADING COMPANIES & DISTRIBUTORS - 5.9%         
BlueLinx Holdings 2   9,982    1,131,060
Distribution Solutions Group 2   184,590    5,825,660
EVI Industries 3   352,409    8,362,666
Hudson Technologies 2   38,684    521,847
Transcat 2,3   137,333    15,014,617
         30,855,850
Total (Cost $70,847,345)        97,368,949
          
INFORMATION TECHNOLOGY – 23.1%         
COMMUNICATIONS EQUIPMENT - 1.7%         
Applied Optoelectronics 2   21,030    406,300
Aviat Networks 2   23,961    782,566
Clearfield 2,3   58,600    1,704,088
Digi International 2,3   70,000    1,820,000
Genasys 2   86,392    175,376
Harmonic 2   190,300    2,481,512
Ituran Location and Control   50,000    1,362,000
         8,731,842
ELECTRONIC EQUIPMENT, INSTRUMENTS & COMPONENTS - 8.7%         
Bel Fuse Cl. A   18,805    1,205,777
Evolv Technologies Holdings 2   318,000    1,500,960
Fabrinet 2   2,200    418,726
FARO Technologies 2,3,4   104,800    2,361,144
HollySys Automation Technologies 2   51,900    1,367,565
Luna Innovations 2   566,211    3,765,303
nLIGHT 2,3   698,185    9,425,497
PAR Technology 2,3   287,024    12,497,025
Powerfleet NJ 2   1,143,450    3,910,599
Richardson Electronics   535,322    7,146,549
Vishay Precision Group 2,3   45,600    1,553,592
         45,152,737
IT SERVICES - 0.4%         
Couchbase 2   11,467    258,237
Hackett Group (The) 3   77,700    1,769,229
Liberated Syndication 2,5   56,000    0
         2,027,466
SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT - 7.4%         
Alpha and Omega Semiconductor 2,3   17,900    466,474
Amtech Systems 2,3   92,184    387,173
Axcelis Technologies 2   3,800    492,822
AXT 2   300,909    722,182
Camtek 2   134,492    9,331,055
Cohu 2,3   38,990    1,379,856
FormFactor 2,3,4   22,869    953,866
Ichor Holdings 2   54,812    1,843,327
Nova 2,3   35,000    4,808,650
NVE Corporation 3   34,400    2,697,992
Onto Innovation 2,3,4   39,740    6,076,246
PDF Solutions 2,3   29,700    954,558
Photronics 2   183,100    5,743,847
Ultra Clean Holdings 2,3   81,000    2,765,340
         38,623,388
SOFTWARE - 4.1%         
Alkami Technology 2   100,156    2,428,783
American Software Cl. A 3   111,152    1,256,018
Cellebrite DI 2   714,100    6,184,106
Computer Modelling Group   629,875    4,815,391
Digital Turbine 2   241,500    1,656,690
Mitek Systems 2   32,917    429,238
Model N 2   25,000    673,250
Optiva 2   28,000    69,733
PROS Holdings 2,3,4   69,390    2,691,638
Riskified Cl. A 2   79,637    372,701
Upland Software 2   244,100    1,032,543
         21,610,091
TECHNOLOGY HARDWARE, STORAGE & PERIPHERALS - 0.8%         
AstroNova 2   115,860    1,883,883
Intevac 2   539,400    2,330,208
         4,214,091
Total (Cost $87,950,510)        120,359,615
          
MATERIALS – 9.2%         
CHEMICALS - 2.3%         
Aspen Aerogels 2   499,612    7,883,877
Bioceres Crop Solutions 2   50,000    686,500
LSB Industries 2   176,540    1,643,587
Orion   61,583    1,707,697
Rayonier Advanced Materials 2   50,000    202,500
         12,124,161
METALS & MINING - 6.9%         
Alamos Gold Cl. A   261,044    3,510,663
Altius Minerals   171,100    2,381,106
Haynes International 3   138,458    7,899,029
Imdex   569,466    731,498

 

28 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

December 31, 2023

 

 

Schedule of Investments (continued)       
        
   SHARES   VALUE
        
MATERIALS (continued)         
METALS & MINING (continued)         
MAG Silver 2   154,050   $1,603,660
Major Drilling Group International 2   1,627,672    11,313,429
Olympic Steel 3   27,100    1,807,570
Ryerson Holding Corporation   48,128    1,669,079
Sandstorm Gold 3   810,000    4,074,300
Universal Stainless & Alloy Products 2,3   33,620    675,090
         35,665,424
Total (Cost $34,825,251)        47,789,585
          
REAL ESTATE – 2.3%         
OFFICE REITS - 0.3%         
Postal Realty Trust Cl. A   114,000    1,659,840
REAL ESTATE MANAGEMENT & DEVELOPMENT - 2.0%         
Altus Group   101,400    3,224,781
RE/MAX Holdings Cl. A   27,947    372,534
Real Matters 2   229,500    1,091,166
RMR Group (The) Cl. A 3   108,200    3,054,486
Tejon Ranch 2,3   154,994    2,665,897
         10,408,864
Total (Cost $13,368,016)        12,068,704
          
UTILITIES – 0.3%         
WATER UTILITIES - 0.3%         
Cadiz 2   102,450    286,860
Global Water Resources   106,000    1,386,480
Total (Cost $1,016,318)        1,673,340
          
TOTAL COMMON STOCKS         
(Cost $407,664,463)        507,334,859
          
INVESTMENT COMPANIES – 0.5%         
          
FINANCIALS – 0.5%         
CAPITAL MARKETS - 0.5%         
ASA Gold and Precious Metals   171,150   2,577,519
(Cost $2,914,815)        2,577,519
          
PREFERRED STOCK – 0.0%         
ENERGY – 0.0%         
OIL, GAS & CONSUMABLE FUELS - 0.0%         
Imperial Petroleum 8.75% Series A   4,784    100,464
(Cost $71,808)        100,464
          
REPURCHASE AGREEMENT– 2.4%         

Fixed Income Clearing Corporation, 4.75% dated 12/29/23, due 1/2/24, maturity value

$12,456,575 (collateralized by obligations of .S. Government Agencies, 2.75%

due 2/15/28, valued at $12,699,076)

         
(Cost $12,450,004)        12,450,004
          
TOTAL INVESTMENTS – 100.4%         
(Cost $423,101,090)        522,462,846

 

LIABILITIES LESS CASH AND OTHER ASSETS – (0.4)%   (1,969,504)
     
NET ASSETS – 100.0%  $520,493,342

 

ADR – American Depository Receipt

New additions in 2023.
1These securities are defined as Level 2 securities due to fair value being based on quoted prices for similar securities and/or due to the application of fair value factors. See Notes to Financial Statements.
2Non-income producing.
3All or a portion of these securities were pledged as collateral in connection with the Fund’s revolving credit agreement as of December 31, 2023. Total market value of pledged securities as of December 31, 2023, was $5,897,949.
4As of December 31, 2023, a portion of these securities, in the aggregate amount of $1,171,409, were rehypothecated by BNP Paribas Prime Brokerage International, Limited in connection with the Fund’s revolving credit agreement. See Notes to Financial Statements.
5Securities for which market quotations are not readily available represent 0.0% of net assets. These securities have been valued at their fair value under procedures approved by the Fund’s Board of Directors. These securities are defined as Level 3 securities due to the use of significant unobservable inputs in the determination of fair value. See Notes to Financial Statements.

 

Bold indicates the Fund’s 20 largest equity holdings in terms of December 31, 2023, market value.

 

TAX INFORMATION: The cost of total investments for Federal income tax purposes was $426,401,096. As of December 31, 2023, net unrealized appreciation for all securities was $96,061,750 consisting of aggregate gross unrealized appreciation of $139,009,732 and aggregate gross unrealized depreciation of $42,947,982. The primary causes of the difference between book and tax basis cost are the timing of the recognition of losses on securities sold, investments in publicly traded partnerships and Trusts, investments in Real Estate Investment Trusts and mark-to-market of Passive Foreign Investment Companies.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 29

 

 

 

   

 

Royce Micro-Cap Trust December 31, 2023

 

 

Statement of Assets and Liabilities

 

ASSETS:    
Investments at value  $510,012,842 
Repurchase agreements (at cost and value)   12,450,004 
Cash   59,188 
Foreign currency (cost $36,268)   36,208 
Receivable for investments sold   866,042 
Receivable for dividends and interest   389,391 
Prepaid expenses and other assets   43,358 
Total Assets   523,857,033 
LIABILITIES:     
Revolving credit agreement   2,000,000 
Payable for investments purchased   658,714 
Payable for investment advisory fee   539,575 
Payable for directors' fees   29,199 
Payable for interest expense   11,229 
Accrued expenses   124,974 
Total Liabilities   3,363,691 
Net Assets  $520,493,342 
ANALYSIS OF NET ASSETS:     
Paid-in capital - $0.001 par value per share; 49,718,794 shares outstanding (150,000,000 shares authorized)  $418,493,945 
Total distributable earnings (loss)   101,999,397 
Net Assets (net asset value per share - $10.47)  $520,493,342 
Investments at identified cost  $410,651,086 

 

30 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS
 
 
   

 

Royce Micro-Cap Trust Year Ended December 31, 2023

 

 

Statement of Operations

 

INVESTMENT INCOME:    
INCOME:    
Dividends  $7,761,347 
Foreign withholding tax   (287,149)
Interest   784,930 
Rehypothecation income   5,141 
Total income   8,264,269 
EXPENSES:     
Investment advisory fees   7,007,879 
Interest expense   1,116,031 
Administrative and office facilities   244,801 
Stockholder reports   134,321 
Custody and transfer agent fees   108,276 
Directors' fees   100,705 
Professional fees   69,726 
Other expenses   70,384 
Total expenses   8,852,123 
Net investment income (loss)   (587,854)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:     
NET REALIZED GAIN (LOSS):     
Investments   67,079,230 
Foreign currency transactions   39,989 
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION):     
Investments   6,363,463 
Other assets and liabilities denominated in foreign currency   (542)
Net realized and unrealized gain (loss) on investments and foreign currency   73,482,140 
NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS  $72,894,286 

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 31
 
 
   

 

Royce Micro-Cap Trust

 

 

Statement of Changes in Net Assets

 

   YEAR ENDED 12/31/23   YEAR ENDED 12/31/22 
INVESTMENT OPERATIONS:          
Net investment income (loss)  $(587,854)  $(1,024,108)
Net realized gain (loss) on investments and foreign currency   67,119,219    13,560,141 
Net change in unrealized appreciation (depreciation) on investments and foreign currency   6,362,921    (115,297,978)
Net increase (decrease) in net assets from investment operations   72,894,286    (102,761,945)
DISTRIBUTIONS:          
Total distributable earnings   (35,849,605)   (43,327,856)
Return of capital       (396,334)
Total distributions   (35,849,605)   (43,724,190)
CAPITAL STOCK TRANSACTIONS:          
Reinvestment of distributions   17,559,078    22,062,341 
Total capital stock transactions   17,559,078    22,062,341 
Net Increase (Decrease) In Net Assets   54,603,759    (124,423,794)
NET ASSETS:          
           
Beginning of year   465,889,583    590,313,377 
End of year  $520,493,342   $465,889,583 

 

32 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS
 
 
   

 

Royce Micro-Cap Trust Year Ended December 31, 2023

 

 

Statement of Cash Flows

 

CASH FLOWS FROM OPERATING ACTIVITIES:    
Net increase (decrease) in net assets from investment operations  $72,894,286 
Adjustments to reconcile net increase (decrease) in net assets from investment operations to net cash provided by operating activities:     
Purchases of long-term investments   (163,231,196)
Proceeds from sales and maturities of long-term investments   183,234,267 
Net purchases, sales and maturities of short-term investments   8,142,577 
Net (increase) decrease in dividends and interest receivable and other assets   (24,966)
Net increase (decrease) in interest expense payable, accrued expenses and other liabilities   (214,416)
Net change in unrealized appreciation (depreciation) on investments   (6,363,463)
Net realized gain (loss) on investments   (67,079,230)
Net cash provided by operating activities   27,357,859 
CASH FLOWS FROM FINANCING ACTIVITIES:     
Gross increase in revolving credit agreement   (20,000,000)
Gross decrease in revolving credit agreement   9,000,000 
Distributions net of reinvestment (reinvestment $17,559,078)   (18,290,527)
Net cash used for financing activities   (27,290,527)
INCREASE (DECREASE) IN CASH:   67,332 
Cash and foreign currency at beginning of year   28,064 
Cash and foreign currency at end of year  $95,396 

 

Supplemental disclosure of cash flow information:

For the year ended December 31, 2023, the Fund paid $1,177,805 in interest expense.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 33
 
 
   

 

Royce Micro-Cap Trust

 

 

Financial Highlights

This table is presented to show selected data for a share of Common Stock outstanding throughout each period, and to assist stockholders in evaluating the Fund's performance for the periods presented.

 

   YEARS ENDED 
    12/31/23    12/31/22    12/31/21    12/31/20    12/31/19 
Net Asset Value, Beginning of Period  $9.77   $13.06   $11.79   $9.63   $8.53 
INVESTMENT OPERATIONS:                         
Net investment income (loss)   (0.01)   (0.02)   0.041    (0.03)   0.01 
Net realized and unrealized gain (loss) on investments and foreign currency   1.50    (2.26)   2.12    2.86    1.81 
Net increase (decrease) in net assets from investment operations   1.49    (2.28)   2.16    2.83    1.82 
DISTRIBUTIONS:                         
Net investment income   –         (0.05)   –         (0.08)   (0.03)
Net realized gain on investments and foreign currency   (0.74)   (0.89)   (0.84)   (0.53)   (0.65)
Return of capital   –         (0.01)   –         –         –      
Total distributions   (0.74)   (0.95)   (0.84)   (0.61)   (0.68)
CAPITAL STOCK TRANSACTIONS:                         
Effect of reinvestment of distributions by Common Stockholders   (0.05)   (0.06)   (0.05)   (0.06)   (0.04)
Total capital stock transactions   (0.05)   (0.06)   (0.05)   (0.06)   (0.04)
Net Asset Value, End of Period  $10.47   $9.77   $13.06   $11.79   $9.63 
Market Value, End of Period  $9.24   $8.68   $11.55   $10.12   $8.54 
TOTAL RETURN:2                         
Net Asset Value   16.64%   (16.89)%   19.17%   33.60%   22.44%
Market Value   15.86%   (16.51)%   22.78%   29.32%   24.82%
RATIOS BASED ON AVERAGE NET ASSETS:                         
Investment advisory fee expense3   1.46%   1.47%   1.04%   1.19%   0.85%
Other operating expenses   0.39%   0.29%   0.16%   0.24%   0.35%
Total expenses (net)   1.85%   1.76%   1.20%   1.43%   1.20%
Expenses excluding interest expense   1.62%   1.63%   1.16%   1.34%   1.01%
Expenses prior to balance credits   1.85%   1.76%   1.20%   1.43%   1.20%
Net investment income (loss)   (0.12)%   (0.21)%   0.30%1   (0.34)%   0.10%
SUPPLEMENTAL DATA:                         
Net Assets, End of Period (in thousands)  $520,493   $465,890   $590,313   $515,916   $404,807 
Portfolio Turnover Rate   30%   26%   15%   17%   15%
REVOLVING CREDIT AGREEMENT:                         
Asset coverage   26125%   4335%   2783%   2445%   1940%
Asset coverage per $1,000  $261,247   $43,354   $27,832   $24,451   $19,400 

 

1A special distribution from ECN Capital resulted in an increase in net investment income (loss) per share of $0.07 and an increase in the ratio of net investment income (loss) to average net assets of 0.51%.

2The Market Value Total Return is calculated assuming a purchase of Common Stock on the opening of the first business day and a sale on the closing of the last business day of each period. Dividends and distributions are assumed for the purposes of this calculation to be reinvested at prices obtained under the Fund's Distribution Reinvestment and Cash Purchase Plan. Net Asset Value Total Return is calculated on the same basis, except that the Fund's net asset value is used on the purchase, sale and dividend reinvestment dates instead of market value.

3The investment advisory fee is calculated based on average net assets over a rolling 36-month basis, while the above ratios of investment advisory fee expenses are based on the average net assets over a 12-month basis.

 

34 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 
 
   

 

Royce Micro-Cap Trust

 

Notes to Financial Statements

 

Summary of Significant Accounting Policies 

Royce Micro-Cap Trust, Inc. (the “Fund”), is a diversified closed-end investment company that was incorporated under the laws of the State of Maryland on September 9, 1993. The Fund commenced operations on December 14, 1993. 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. 

The Fund is an investment company registered under the Investment Company Act of 1940 (the “1940 Act”) and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services-Investment Companies.” 

Royce & Associates, LP, the Fund’s investment adviser, is a majority-owned subsidiary of Franklin Resources, Inc. and primarily conducts business using the name Royce Investment Partners (“Royce”).

 

VALUATION OF INVESTMENTS: 

Portfolio securities held by the Fund are valued as of the close of trading on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on the valuation date. Investments in money market funds are valued at net asset value per share. Values for non-U.S. dollar denominated equity securities are converted to U.S. dollars daily based upon prevailing foreign currency exchange rates as quoted by a major bank. 

Portfolio securities that are listed on an exchange or Nasdaq, or traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system, are valued: (i) on the basis of their last reported sales prices or official closing prices, as applicable, on a valuation date; or (ii) at their highest reported bid prices in the event such equity securities did not trade on a valuation date. Such inputs are generally referred to as “Level 1” inputs because they represent reliable quoted prices in active markets for identical securities. 

If the value of a portfolio security held by the Fund cannot be determined solely by reference to Level 1 inputs, such portfolio security will be “fair valued.” The Fund’s Board of Directors has designated Royce as valuation designee to perform fair value determinations for such portfolio securities in accordance with Rule 2a-5 under the 1940 Act (“Rule 2a-5”). Pursuant to Rule 2a-5, fair values are determined in accordance with policies and procedures approved by the Fund’s Board of Directors and policies and procedures adopted by Royce in its capacity as valuation designee for the Fund. Fair valued securities are reported as either “Level 2” or “Level 3” securities. 

As a general principle, the fair value of a security is the amount which the Fund might reasonably expect to receive for the security upon its current sale. However, in light of the judgment involved in fair valuations, no assurance can be given that a fair value assigned to a particular portfolio security will be the amount which the Fund might be able to receive upon its current sale. When a fair value pricing methodology is used, the fair value prices used by the Fund for such securities will likely differ from the quoted or published prices for the same securities. 

Level 2 inputs are other significant observable inputs (e.g., dealer bid side quotes and quoted prices for securities with comparable characteristics). Examples of situations in which Level 2 inputs are used to fair value portfolio securities held by the Fund on a particular valuation date include: 

Over-the-counter equity securities other than those traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system (collectively referred to herein as “Other OTC Equity Securities”) are fair valued at their highest bid price when Royce receives at least two bid side quotes from dealers who make markets in such securities;

Certain bonds and other fixed income securities may be fair valued by reference to other securities with comparable ratings, interest rates, and maturities in accordance with valuation methodologies maintained by certain independent pricing services; and

The Fund uses an independent pricing service to fair value certain non-U.S. equity securities when U.S. market volatility exceeds a certain threshold. This pricing service uses proprietary correlations it has developed between the movement of prices of non-U.S. equity securities and indices of U.S.-traded securities, futures contracts, and other indications to estimate the fair value of such non-U.S. securities.

Level 3 inputs are significant unobservable inputs. Examples of Level 3 inputs include (without limitation) the last trade price for a security before trading was suspended or terminated; discounts to last trade price for lack of marketability or otherwise; market price information regarding other securities; information received from the issuer and/or published documents, including SEC filings and financial statements; and other publicly available information. Pursuant to the above-referenced policies and procedures, Royce may use

 

2023 Annual Report to Stockholders | 35

 

 
 
   

 

Royce Micro-Cap Trust

 

Notes to Financial Statements (continued)

 

VALUATION OF INVESTMENTS (continued): 

various techniques in making fair value determinations based upon Level 3 inputs, which techniques may include (without limitation): (i) workout valuation methods (e.g., earnings multiples, discounted cash flows, liquidation values, derivations of book value, firm or probable offers from qualified buyers for the issuer’s ongoing business, etc.); (ii) discount or premium from market, or compilation of other observable market information, for other similar freely traded securities; (iii) conversion from the readily available market price of a security into which an affected security is convertible or exchangeable; and (iv) pricing models or other formulas. In the case of restricted securities, fair value determinations generally start with the inherent or intrinsic worth of the relevant security, without regard to the restrictive feature, and are reduced for any diminution in value resulting from the restrictive feature. Due to the inherent uncertainty of such valuations, these fair values may differ significantly from the values that would have been used had an active market existed. 

A security that is valued by reference to Level 1 or Level 2 inputs may drop to Level 3 on a particular valuation date for several reasons, including if: 

an equity security that is listed on an exchange or Nasdaq, or traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system, has not traded and there are no bids;

Royce does not receive at least two bid side quotes for an Other OTC Equity Security;

the independent pricing services are unable to supply fair value prices; or

the Level 1 or Level 2 inputs become otherwise unreliable for any reason (e.g., a significant event occurs after the close of trading for a security but prior to the time the Fund prices its shares).

The table below shows the aggregate value of the various Level 1, Level 2, and Level 3 securities held by the Fund as of December 31, 2023. Any Level 2 or Level 3 securities held by the Fund are noted in its Schedule of Investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with owning those securities.

 

   LEVEL 1  LEVEL 2  LEVEL 3  TOTAL
Common Stocks  $500,343,824   $ 6,765,355   $225,680   $507,334,859 
Investment Companies   2,577,519            2,577,519 
Preferred Stock   100,464            100,464 
Repurchase Agreement       12,450,004        12,450,004 

 

Level 3 Reconciliation:

 

                       UNREALIZED GAIN (LOSS) 1     
    BALANCE AS OF 12/31/22    PURCHASES    SALES    REALIZED GAIN (LOSS) 1  

CURRENTLY HELD

 SECURITIES

 

SECURITIES NO

LONGER HELD

   

BALANCE

AS OF 12/31/23

 
Common Stocks  $225,680   $ –   $ –   $ –  $0  $ –  $225,680 

 

1The net change in unrealized appreciation (depreciation) is included in the accompanying Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized appreciation (depreciation) resulting from changes in investment values during the reporting period and the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized. Net realized gain (loss) from investments and foreign currency transactions is included in the accompanying Statement of Operations.

 

REPURCHASE AGREEMENTS: 

The Fund may enter into repurchase agreements with institutions that the Fund’s investment adviser has determined are creditworthy. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held until maturity of the repurchase agreements, are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). Repurchase agreements could involve certain risks in the event of default or insolvency of the counter-party, including possible delays or restrictions upon the ability of the Fund to dispose of its underlying securities. The remaining contractual maturity of the repurchase agreement held by the Fund as of December 31, 2023, is next business day and continuous.

 

FOREIGN CURRENCY: 

Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, expiration of currency forward contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investments in securities at the end of the reporting period, as a result of changes in foreign currency exchange rates. 

The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments. 

For the purposes of the Statement of Cash Flows, the Fund defines Cash as cash, including foreign currency.

 

36 | 2023 Annual Report to Stockholders

 

 
 
   

 

Royce Micro-Cap Trust

 

Notes to Financial Statements (continued)

 

TAXES: 

As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes under the caption “Tax Information.”

 

DISTRIBUTIONS: 

The Fund pays quarterly distributions on the Fund’s Common Stock at the annual rate of 7% of the rolling average of the prior four calendar quarter-end NAVs of the Fund’s Common Stock, with the fourth quarter distribution being the greater of 1.75% of the rolling average or the distribution required by IRS regulations. Distributions to Common Stockholders are recorded on ex-dividend date. To the extent that distributions in any year are not paid from long-term capital gains, net investment income or net short-term capital gains, they will represent a return of capital. Distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. Permanent book and tax differences relating to stockholder distributions will result in reclassifications within the capital accounts. Undistributed net investment income may include temporary book and tax basis differences, which will reverse in a subsequent period. Any taxable income or gain remaining undistributed at fiscal year end is distributed in the following year.

 

INVESTMENT TRANSACTIONS AND RELATED INVESTMENT INCOME: 

Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date except for certain dividends from securities where the dividend rate is not available. In such cases, the dividend is recorded as soon as the information is received by the Fund. Non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. Premiums and discounts on debt securities are amortized using the effective yield-to-maturity method. Realized gains and losses from investment transactions are determined on the basis of identified cost for book and tax purposes.

 

EXPENSES: 

The Fund incurs direct and indirect expenses. Expenses directly attributable to the Fund are charged to the Fund, while expenses applicable to more than one of the Royce Funds are allocated equitably. Certain personnel, occupancy costs and other administrative expenses related to all of the Royce Funds are allocated by Royce under an administration agreement and are included in administrative and office facilities and professional fees.

 

INDEMNIFICATION PROVISIONS: 

Reference is made to Maryland law, the Fund’s Articles of Incorporation, as amended and supplemented, and the Fund’s Amended and Restated By-laws, each of which provides for the indemnification by the Fund of the Fund’s officers and directors under the circumstances and to the extent set forth therein. Reference is also made to the investment advisory agreement between the Fund and Royce which provides for the indemnification by the Fund of Royce under the circumstances and to the extent set forth therein. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification provisions in favor of such service providers and other covered persons. The amount of any potential Fund liability under these indemnification arrangements, if any, currently cannot be determined with any degree of specificity. The Fund is not currently in possession of any information that would cause it to believe that the Fund is reasonably likely to be subject to any material adverse impact from the operation of these indemnification arrangements. No assurance can be given, however, that the Fund will not incur any liability from the operation of these indemnification arrangements. Any future liability to the Fund that may arise from the operation of such arrangements will be publicly disclosed to the extent required by relevant accounting guidance and applicable laws, rules, and regulations.

 

Capital Stock: 

The Fund issued 2,030,423 and 2,488,423 shares of Common Stock as reinvestment of distributions for the years ended December 31, 2023, and December 31, 2022, respectively.

 

Borrowings: 

The Fund is party to a revolving credit agreement (the “credit agreement”) with BNP Paribas Prime Brokerage International, Limited (BNPPI). The Fund pays a commitment fee of 0.50% per annum on the unused portion of the then-current maximum amount that may be borrowed by the Fund under the credit agreement. The credit agreement has a 179-day rolling term that resets daily. The Fund pledges eligible portfolio securities as collateral and has granted a security interest in such pledged securities to, and in favor of, BNPPI as security for the loan balance outstanding. The amount of eligible portfolio securities required to be pledged as collateral is determined by BNPPI in accordance with the credit agreement. In determining collateral requirements, the value of eligible securities pledged as collateral is subject to discount by BNPPI based upon a variety of factors set forth in the credit agreement. As of December 31, 2023, the market value of eligible securities pledged as collateral exceeded two times the loan balance outstanding.

 

2023 Annual Report to Stockholders | 37

 

 
 
   

 

Royce Micro-Cap Trust

 

Notes to Financial Statements (continued)

 

Borrowings (continued): 

If the Fund fails to meet certain requirements, or comply with other financial covenants set forth in the credit agreement, the Fund may be required to repay immediately, in part or in full, the loan balance outstanding under the credit agreement, which may necessitate the sale of portfolio securities at potentially inopportune times. BNPPI may terminate the credit agreement upon certain ratings downgrades of its corporate parent, which would result in the Fund’s entire loan balance becoming immediately due and payable. The occurrence of such ratings downgrades may necessitate the sale of portfolio securities at potentially inopportune times. BNPPI may also terminate the credit agreement upon sixty (60) calendar days’ prior written notice to the Fund in the event the Fund’s net asset value per share as of the close of business on the last business day of any calendar month declines by thirty-five percent (35%) or more from the Fund’s net asset value per share as of the close of business on the last business day of the immediately preceding calendar month. 

The credit agreement also permits, subject to certain conditions, BNPPI to rehypothecate portfolio securities pledged by the Fund up to the amount of the loan balance outstanding. The Fund continues to receive payments in lieu of dividends and interest on rehypothecated securities. The Fund also has the right under the credit agreement to recall the rehypothecated securities from BNPPI on demand. If BNPPI fails to deliver the recalled security in a timely manner, the Fund is compensated by BNPPI for any fees or losses related to the failed delivery or, in the event a recalled security is not returned by BNPPI, the Fund, upon notice to BNPPI, may reduce the loan balance outstanding by the value of the recalled security failed to be returned. The Fund receives a portion of the fees earned by BNPPI in connection with the rehypothecation of portfolio securities. 

The maximum amount the Fund may borrow under the credit agreement is $22,000,000. The Fund has the right to further reduce the maximum amount it can borrow under the credit agreement upon one (1) business day’s prior written notice to BNPPI. In addition, the Fund and BNPPI may agree to increase the maximum amount the Fund can borrow under the credit agreement, which amount may not exceed $60,000,000. 

As of December 31, 2023, the Fund had outstanding borrowings of $2,000,000. During the year ended December 31, 2023, the Fund had an average daily loan balance of $17,846,575 at a weighted average borrowing cost of 6.21%. The maximum loan balance outstanding during the year ended December 31, 2023, was $22,000,000. As of December 31, 2023, the aggregate value of rehypothecated securities was $1,171,409. During the year ended December 31, 2023, the Fund earned $5,141 in fees from rehypothecated securities.

 

Investment Advisory Agreement: 

As compensation for its services under the investment advisory agreement, Royce receives a fee comprised of a Basic Fee (“Basic Fee”) and an adjustment to the Basic Fee based on the investment performance of the Fund in relation to the investment record of the Russell 2000. The fee is payable monthly. 

The Basic Fee is a monthly fee equal to 1/12 of 1% (1% on an annualized basis) of the average of the Fund’s month-end net assets for the rolling 36-month period ending with such month (the “performance period”). The Basic Fee for each month is increased or decreased at the rate of 1/12 of .05% for each percentage point that the investment performance of the Fund exceeds, or is exceeded by, the percentage change in the investment record of the Russell 2000 for the performance period by more than two percentage points. The performance period for each such month is a rolling 36-month period ending with such month. The maximum increase or decrease in the Basic Fee for any month may not exceed 1/12 of .5%. Accordingly, for each month, the maximum monthly fee rate as adjusted for performance is 1/12 of 1.5% and is payable if the investment performance of the Fund exceeds the percentage change in the investment record of the Russell 2000 by 12 or more percentage points for the performance period, and the minimum monthly fee rate as adjusted for performance is 1/12 of .5% and is payable if the percentage change in the investment record of the Russell 2000 exceeds the investment performance of the Fund by 12 or more percentage points for the performance period. 

For the twelve rolling 36-month periods in 2023, the Fund’s investment performance ranged from 5% above to 26% above the investment performance of the Russell 2000. Accordingly, the net investment advisory fee consisted of a Basic Fee of $5,087,501 and a net upward adjustment of $1,920,378 for the performance of the Fund relative to that of the Russell 2000. For the year ended December 31, 2023, the Fund expensed Royce investment advisory fees totaling $7,007,879.

 

Purchases and Sales of Investment Securities: 

For the year ended December 31, 2023, the costs of purchases and proceeds from sales of investment securities, other than short-term securities, amounted to $141,091,940 and $167,715,946, respectively.

 

38 | 2023 Annual Report to Stockholders

 

 

 

   

 

Royce Micro-Cap Trust

 

Notes to Financial Statements (continued)

 

Purchases and Sales of Investment Securities (continued):

Cross trades may be executed by the Fund pursuant to Rule 17a-7 under the 1940 Act. Cross trading is the buying or selling of portfolio securities between funds to which Royce or an affiliate of Franklin Resources, Inc. serves as investment adviser. The Fund’s Chief Compliance Officer reviews such transactions each quarter for compliance with the requirements and restrictions set forth by Rule 17a-7, and reports the results of that review to the Board of Directors. Cross trades for the year ended December 31, 2023, were as follows:

 

COSTS OF PURCHASES PROCEEDS FROM SALES REALIZED GAIN (LOSS)
$1,718,239 $403,665 $338,215

 

Tax Information:

 

Distributions during the years ended December 31, 2023 and 2022, were characterized as follows for tax purposes:

 

ORDINARY INCOME LONG-TERM CAPITAL GAINS RETURN OF CAPITAL
2023 2022 2023 2022 2023 2022
$7,402,359 $3,507,505 $28,447,246 $39,820,351 $ – $396,334

 

The tax basis components of distributable earnings as of December 31, 2023, were as follows:

 

      QUALIFIED LATE YEAR TOTAL
UNDISTRIBUTED UNDISTRIBUTED LONG-TERM

NET UNREALIZED

APPRECIATION

ORDINARY AND

POST-OCTOBER LOSS

DISTRIBUTABLE ORDINARY
INCOME CAPITAL GAINS (DEPRECIATION)1 DEFERRALS2 EARNINGS
$2,049,581 $3,888,607 $96,061,209 $ – $101,999,397
1Includes timing differences on foreign currency, recognition of losses on securities sold, investments in Real Estate Investment Trusts, investments in publicly traded partnerships and Trusts and mark-to-market of Passive Foreign Investment Companies.

2Under the current tax law, capital losses and qualified late year ordinary losses incurred after October 31 may be deferred and treated as occurring on the first day of the following fiscal year. This column also includes passive activity losses.

 

For financial reporting purposes, capital accounts and distributions to stockholders are adjusted to reflect the tax character of permanent book/tax differences. For the year ended December 31, 2023, the Fund recorded the following permanent reclassifications, which relate primarily to investments in trusts:

 

TOTAL DISTRIBUTABLE EARNINGS (LOSS) PAID-IN CAPITAL
$(545,849) $545,849

 

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years (2020-2023) and has concluded that as of December 31, 2023, no provision for income tax is required in the Fund’s financial statements.

 

Subsequent Events:

Subsequent events have been evaluated through the date the financial statements were issued and it has been determined that no events have occurred that require disclosure. 

2023 Annual Report to Stockholders | 39

 

   

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors and Stockholders of Royce Micro-Cap Trust, Inc.:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Royce Micro-Cap Trust, Inc. (the “Fund”) as of December 31, 2023, the related statements of operations and cash flows for the year ended December 31, 2023, the statement of changes in net assets for each of the two years in the period ended December 31, 2023, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2023 and the financial highlights for each of the five years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2023 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

/s/PricewaterhouseCoopers LLP

New York, New York 

February 22, 2024

 

We have served as the auditor of one or more investment companies in the Franklin Templeton Group of Funds since 1948.

 

40 | 2023 Annual Report to Stockholders

 

   

 

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2023 Annual Report to Stockholders | 41

 

 

   

 

MANAGERS’ DISCUSSION (UNAUDITED)

  

Royce Value Trust (RVT)

 

 

 

Chuck Royce, Lauren Romeo, CFA®,
Steven McBoyle, Andrew Palen,
George Necakov, CFA®

 

FUND PERFORMANCE

Royce Value Trust (RVT) advanced 21.6% on an NAV (net asset value) basis and 18.8% on a market price basis in 2023 versus respective gains of 16.9% and 15.9% for its primary smallcap benchmark, the unleveraged Russell 2000 Index, and the unleveraged S&P SmallCap 600 Index, for the same period. The Fund also maintained its longer-term relative advantages over the Russell 2000, beating it on both an NAV and market price basis for the 3-, 5-, 10-, 15-, 25-, 30-, 35-year, and since inception (11/26/86) periods ended 12/31/23.

 

WHAT WORKED… AND WHAT DIDN’T

All of RVT’S 11 equity sectors made positive contributions to calendar-year performance, led by Industrials, Information Technology, and Financials while Utilities, Consumer Staples, and Communication Services made the smallest contributions. At the industry level, machinery (Industrials), semiconductors & semiconductor equipment (Information Technology), and capital markets (Financials) made the biggest positive impact. The biggest detractors were communications equipment (Information Technology), biotechnology (Health Care), and air freight & logistics (Industrials).

The top-contributing position in 2023 was First Citizens BancShares, which we’ve owned for many years, due mostly to its strong liquidity position and stellar deposit franchise. We began adding shares in late 2022 that were trading at roughly 5x earnings per share. In March 2023, First Citizens was chosen by the FDIC to acquire Silicon Valley Bank, most likely owing to its long history of buying failed banks. Silicon Valley’s travails notwithstanding, the purchase was accretive to First Citizens’ tangible book value and earnings, and helped spur a sharp rise in its stock—as did the lack of a banking crisis in the subsequent months. IES Holdings designs and installs electrical and technology systems and provides infrastructure products and services to data centers, residential housing, and commercial and industrial facilities. It operates through four segments: Communications, Residential, Commercial and Industrial, and Infrastructure Solutions. Revenue, earnings, and profit margins all moved up in 2023, driven mostly by strength in its Communications, Residential, and Infrastructure Solutions groups.

 

             
  Top Contributors to Performance   Top Detractors from Performance  
  For 2023 (%)1     For 2023 (%)2    
  First Citizens BancShares Cl. A 0.88   Valmont Industries -0.32  
  IES Holdings 0.78   First Republic Bank -0.26  
  Alamos Gold Cl. A 0.57   Driven Brands Holdings -0.25  
  APi Group 0.56   Calix -0.24  
  CIRCOR International 0.53   Forward Air -0.23  
  1 Includes dividends     2 Net of dividends  
           

 

The top-detracting position was Valmont Industries, which makes products for the infrastructure and agricultural markets, including those used in utility grid resilience, solar energy, upgrades to lighting and transportation infrastructure, and the 5G rollout. The company’s Agriculture Technology unit was hampered by slower growth and lower-than-expected adoption rates, while the firm was also facing more widespread inflationary pressures and lower sales in its telecom business. To address these issues, Valmont initiated an organizational realignment that entailed executive leadership changes designed to improve efficiency and streamline decision-making. The ensuing short-term disruptions and uncertainty helped drive its stock down. San Francisco-based regional bank, First Republic Bank, was the third bank to declare insolvency in 2023 (following Silicon Valley and Signature Banks) and the second-largest failure since the fall of Washington Mutual in the 2008 Financial Crisis. It was hurt by having too many uninsured deposits and too many reserves in long-term debt instruments, which began losing value when interest rates began to rise. The result was a bailout by JPMorgan Chase in May.

RVT’s advantage over the Russell 2000 came mostly from both sector allocation and stock selection in 2023, with the former having the most impact. Altogether, seven of 11 equity sectors contributed to the Fund’s relative edge. Both stock selection and our higher weighting in Industrials, stock selection and, to a lesser degree, our slightly lower allocation in Financials, and having virtually no exposure to Utilities drove relative outperformance most. Conversely, stock selection in Information Technology, Consumer Staples, and Health Care detracted most.

 

CURRENT POSITIONING AND OUTLOOK

Our outlook is constructive. First, we suspect that returns are likely to be spread more widely over the next few years and that the reign of the Magnificent 7—the mega-cap cohort of Alphabet, Amazon, Apple, Meta, Microsoft, Nvidia, and Tesla—may be coming to an end, especially if 2023’s fourth quarter and early January 2024 are any indication. The backdrop of moderating inflation, normalized interest rates, and a still growing U.S. economy also bolsters our belief that small-cap’s lengthy stretch in the relative performance wilderness has run its course. We believe moderate economic growth and the more normalized rate environment should support a broadening of equity market returns where small-caps could be clear beneficiaries, especially those businesses that have largely sat out the mega-cap performance regime. Even more important is what we’ve been hearing from management teams—most of whom remain cautiously optimistic about 2024. We see an increasing likelihood, for example, that the U.S. economy will achieve the much-desired soft landing—which is encouraging for many reasons. The next few years will see even more tangible benefits of reshoring, the CHIPS Act, and numerous infrastructure projects, and many of our holdings are poised to benefit from these developments. So, we’re looking forward to what we think should be a favorable cycle for small-cap stocks.

 

42 | 2023 Annual Report to Stockholders

 

 

 

   

 

PERFORMANCE AND PORTFOLIO REVIEW (UNAUDITED) SYMBOLS    MARKET PRICE  RVT NAV XRVTX

 

 

Performance

Average Annual Total Return (%) Through 12/31/23

  JUL-DEC 20231 1-YR 3-YR 5-YR 10-YR 15-YR 20-YR 25-YR 30-YR 35-YR SINCE INCEPTION
(11/26/86)
RVT (NAV) 8.86 21.62 4.75 12.81 8.16 12.36 8.55 9.28 9.91 10.57 10.32

1 Not Annualized

 

 

Market Price Performance History Since Inception (11/26/86)

Cumulative Performance of Investment through 12/31/231

 

  1-YR 5-YR 10-YR 15-YR 20-YR SINCE INCEPTION (11/26/86)
RVT 18.8% 88.5% 120.8% 470.0% 353.8% 3099.0%

 

 

 

1Reflects the cumulative performance of an investment made by a stockholder who purchased one share at inception ($10.00 IPO), reinvested all distributions and fully participated in primary subscriptions of the Fund's rights offerings.

2Reflects the actual month-end market price movement of one share as it has traded on the NYSE.

 

 

Morningstar Style Map As of 12/31/23 

 

 

 

The Morningstar Style Map is the Morningstar Style Box™ with the center 75% of fund holdings plotted as the Morningstar Ownership Zone™. The Morningstar Style Box is designed to reveal a fund’s investment strategy. The Morningstar Ownership Zone provides detail about a portfolio’s investment style by showing the range of stock sizes and styles. The Ownership Zone is derived by plotting each stock in the portfolio within the proprietary Morningstar Style Box. Over time, the shape and location of a fund's ownership zone may vary. See page 65 for additional information.

 

 

Value of $10,000

Invested on 11/26/86 as of 12/31/23 ($)

 

 

 

 

Top 10 Positions

% of Net Assets

Enovis Corporation 1.4
Alamos Gold Cl. A 1.4
Fabrinet 1.2
SEI Investments 1.1
MKS Instruments 1.1
Assured Guaranty 1.1
IES Holdings 1.0
APi Group 1.0
Arcosa 1.0
Ziff Davis 1.0

 

 

Portfolio Sector Breakdown

% of Net Assets

Industrials 23.8
Financials 18.6
Information Technology 16.5
Health Care 10.8
Consumer Discretionary 10.0
Materials 7.8
Real Estate 3.4
Communication Services 2.8
Energy 2.0
Consumer Staples 1.9
Utilities 0.1
Investment Companies 0.9
Cash and Cash Equivalents, Net of  
Outstanding Line of Credit 1.4

 

 

Calendar Year Total Returns (%)

YEAR RVT
2023 21.6
2022 -21.2
2021 20.0
2020 21.9
2019 30.5
2018 -14.4
2017 19.4
2016 26.8
2015 -8.1
2014 0.8
2013 34.1
2012 15.4
2011 -10.1
2010 30.3
2009 44.6

 

 

Portfolio Diagnostics

Fund Net Assets $1,864 million
Number of Holdings 393
Turnover Rate 67%
Net Asset Value $16.42
Market Price $14.56
Average Market Capitalization 1 $2,874 million
Weighted Average P/E Ratio 2,3 16.0x
Weighted Average P/B Ratio 2 2.1x
Active Share 4 81%
U.S. Investments (% of Net Assets) 84.4%
Non-U.S. Investments (% of Net Assets) 14.2%

1Geometric Average. This weighted calculation uses each portfolio holding’s market cap in a way designed to not skew the effect of very large or small holdings; instead, it aims to better identify the portfolio’s center, which Royce believes offers a more accurate measure of average market cap than a simple mean or median.

2Harmonic Average. This weighted calculation evaluates a portfolio as if it were a single stock and measures it overall. It compares the total market value of the portfolio to the portfolio’s share in the earnings or book value, as the case may be, of its underlying stocks.

3The Fund’s P/E Ratio calculation excludes companies with zero or negative earnings (20% of portfolio holdings as of 12/31/23).

4Active Share is the sum of the absolute values of the different weightings of each holding in the Fund versus each holding in the benchmark, divided by two.

 

Important Performance and Risk Information

 

All performance information reflects past performance, is presented on a total return basis, net of the Fund’s investment advisory fee, reflects the reinvestment of distributions and does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the most recent month-end may be obtained at www.royceinvest.com. Certain immaterial adjustments were made to the net assets of Royce Value Trust at 12/31/22 for financial reporting purposes, and as a result the net asset value originally calculated on that date and the total return based on that net asset value differs from the adjusted net asset value and total return reported in the Financial Highlights. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund invests primarily in securities of small- and micro-cap companies, which may involve considerably more risk than investing in larger-cap companies. The Fund’s broadly diversified portfolio does not ensure a profit or guarantee against loss. From time to time, the Fund may invest a significant portion of its net assets in foreign securities, which may involve political, economic, currency and other risks not encountered in U.S. investments. Regarding the “Top Contributors” and “Top Detractors” tables shown above, the sum of all contributors to, and all detractors from, performance for all securities in the portfolio would approximate the Fund’s year-to-date performance for 2023.

 

2023 Annual Report to Stockholders | 43

 

 

 

   

 

Royce Value Trust

 

Schedule of Investments        
Common Stocks – 97.7%        
   SHARES   VALUE 
         
COMMUNICATION SERVICES – 2.8%        
DIVERSIFIED TELECOMMUNICATION SERVICES - 0.9%        
Cogent Communications Holdings 1   37,892   $2,882,066 
Globalstar 2   5,535,611    10,739,085 
IDT Corporation Cl. B 2   74,270    2,531,864 
Liberty Latin America Cl. C 1,2,3   83,228    610,894 
         16,763,909 
ENTERTAINMENT - 0.1%          
IMAX Corporation 2   87,950    1,321,009 
INTERACTIVE MEDIA & SERVICES - 1.5%          
Cars.com 2   182,200    3,456,334 
QuinStreet 1,2   203,754    2,612,126 
Shutterstock   27,211    1,313,747 
TripAdvisor 2   32,499    699,703 
Yelp 2   41,272    1,953,817 
Ziff Davis 1,2,3   274,498    18,443,521 
         28,479,248 
MEDIA - 0.3%          
AMC Networks Cl. A 2   37,495    704,531 
John Wiley & Sons Cl. A   41,908    1,330,160 
TechTarget 1,2   44,518    1,551,898 
Thryv Holdings 2   78,358    1,594,585 
         5,181,174 
WIRELESS TELECOMMUNICATION SERVICES - 0.0%          
Gogo 2   63,033    638,524 
Total (Cost $54,571,719)        52,383,864 
           
CONSUMER DISCRETIONARY – 10.0%          
AUTOMOBILE COMPONENTS - 1.6%          
Atmus Filtration Technologies 2   57,800    1,357,722 
Dorman Products 1,2,3   65,324    5,448,675 
Gentex Corporation 1   201,027    6,565,542 
LCI Industries 1   116,890    14,694,242 
Patrick Industries 1   6,981    700,543 
         28,766,724 
DIVERSIFIED CONSUMER SERVICES - 0.7%          
Adtalem Global Education 2   10,330    608,953 
Perdoceo Education   100,194    1,759,407 
Stride 2   37,049    2,199,599 
Universal Technical Institute 2   639,032    8,000,681 
         12,568,640 
HOTELS, RESTAURANTS & LEISURE - 0.6%          
Bloomin' Brands 1   51,316    1,444,545 
Century Casinos 2   142,462    695,215 
Denny's Corporation 2   266,666    2,901,326 
Lindblad Expeditions Holdings 2   373,700    4,211,599 
Monarch Casino & Resort   21,872    1,512,449 
         10,765,134 
HOUSEHOLD DURABLES - 1.4%          
Cavco Industries 1,2,3   16,956    5,877,289 
Ethan Allen Interiors 1   61,917    1,976,391 
Helen of Troy 2   23,578    2,848,458 
Installed Building Products   28,231    5,161,191 
M/I Homes 2   7,296    1,004,951 
Meritage Homes   6,092    1,061,226 
Skyline Champion 2   59,772    4,438,669 
TopBuild Corp. 2   5,736    2,146,755 
Tri Pointe Homes 2   49,565    1,754,601 
         26,269,531 
LEISURE PRODUCTS - 0.4%        
Brunswick Corporation 1   41,557   4,020,640 
Vista Outdoor 2   20,752    613,637 
YETI Holdings 2   45,385    2,350,035 
         6,984,312 
SPECIALTY RETAIL - 4.2%          
Academy Sports and Outdoors   88,429    5,836,314 
Advance Auto Parts   177,403    10,826,905 
American Eagle Outfitters   94,852    2,007,068 
America's Car-Mart 1,2,3   87,700    6,645,029 
Asbury Automotive Group 2   18,116    4,075,557 
AutoCanada 2   625,600    10,811,849 
Chico's FAS 2   185,193    1,403,763 
Five Below 1,2,3   9,820    2,093,231 
Monro   21,576    633,040 
Murphy USA   11,187    3,988,837 
ODP Corporation (The) 2   30,135    1,696,600 
1-800-FLOWERS.COM Cl. A 2   76,000    819,280 
OneWater Marine Cl. A 2   142,853    4,827,003 
Signet Jewelers   94,874    10,176,185 
Valvoline 2   348,652    13,102,342 
         78,943,003 
TEXTILES, APPAREL & LUXURY GOODS - 1.1%          
Carter's   45,063    3,374,768 
G-III Apparel Group 2   48,507    1,648,268 
Movado Group   90,156    2,718,203 
Ralph Lauren Cl. A   38,700    5,580,540 
Steven Madden   185,354    7,784,868 
         21,106,647 
Total (Cost $141,603,253)        185,403,991 
           
CONSUMER STAPLES – 1.9%          
CONSUMER STAPLES DISTRIBUTION & RETAIL - 0.1%          
PriceSmart   25,933    1,965,203 
FOOD PRODUCTS - 1.2%          
Freshpet 1,2,3   26,000    2,255,760 
John B. Sanfilippo & Son   18,633    1,919,944 
Nomad Foods 1,2   486,865    8,252,362 
Seneca Foods Cl. A 2   183,460    9,620,642 
         22,048,708 
HOUSEHOLD PRODUCTS - 0.0%          
Central Garden & Pet 2   13,569    679,943 
PERSONAL CARE PRODUCTS - 0.5%          
Inter Parfums 1   60,196    8,668,826 
USANA Health Sciences 2   23,616    1,265,817 
         9,934,643 
TOBACCO - 0.1%          
Vector Group   116,570    1,314,910 
Total (Cost $24,589,796)        35,943,407 
           
ENERGY – 2.0%          
ENERGY EQUIPMENT & SERVICES - 1.1%          
Bristow Group 1,2   219,464    6,204,247 
Core Laboratories 1   99,369    1,754,857 
Pason Systems   893,858    10,908,029 
Patterson-UTI Energy   23,275    251,370 
RPC   64,137    466,917 
U.S. Silica Holdings 2   81,400    920,634 
         20,506,054 

 

44 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

   

 

December 31, 2023

 

Schedule of Investments (continued)        
        
   SHARES   VALUE 
         
ENERGY (continued)        
OIL, GAS & CONSUMABLE FUELS - 0.9%        
CONSOL Energy 1   17,965   $1,806,022 
CVR Energy   27,207    824,372 
Dorchester Minerals L.P. 1,3   279,148    8,885,281 
Northern Oil and Gas   4,295    159,216 
Par Pacific Holdings 2   20,451    743,803 
REX American Resources 2   23,384    1,106,063 
World Kinect 1   112,613    2,565,324 
         16,090,081 
Total (Cost $27,957,803)        36,596,135 
           
FINANCIALS – 18.6%          
BANKS - 4.6%          
Atlantic Union Bankshares   25,000    913,500 
Axos Financial 2   27,164    1,483,154 
Bancorp (The) 2   25,000    964,000 
Bank of N.T. Butterfield & Son 1   241,503    7,730,511 
BankUnited 1   306,961    9,954,745 
Cathay General Bancorp   21,889    975,593 
Central Pacific Financial   31,637    622,616 
Customers Bancorp 2   57,093    3,289,699 
Dime Community Bancshares   89,026    2,397,470 
Eagle Bancorp   53,319    1,607,035 
First Bancorp   19,000    703,190 
First Bancshares (The)   97,112    2,848,295 
First Citizens BancShares Cl. A   8,087    11,475,210 
Fulton Financial   117,954    1,941,523 
Hanmi Financial   186,925    3,626,345 
HBT Financial   40,400    852,844 
Hingham Institution for Savings   16,526    3,212,654 
Home BancShares   197,617    5,005,639 
Hope Bancorp   223,038    2,694,299 
Independent Bank Group   109,141    5,553,094 
OFG Bancorp   39,357    1,475,100 
Origin Bancorp   73,207    2,603,973 
Preferred Bank   26,255    1,917,928 
S&T Bancorp   22,616    755,827 
Valley National Bancorp   221,668    2,407,315 
Veritex Holdings   79,691    1,854,410 
WaFd   74,044    2,440,490 
Western Alliance Bancorp 1,3   73,632    4,844,249 
         86,150,708 
CAPITAL MARKETS - 5.8%          
Ares Management Cl. A 1   43,500    5,173,020 
Artisan Partners Asset Management Cl. A 1   271,351    11,988,287 
Blue Owl Capital Cl. A   55,900    832,910 
Bolsa Mexicana de Valores   1,723,106    3,562,703 
BrightSphere Investment Group   52,538    1,006,628 
Donnelley Financial Solutions 1,2,3   35,500    2,214,135 
Evercore Cl. A   10,538    1,802,525 
GCM Grosvenor Cl. A   801,494    7,181,386 
Houlihan Lokey Cl. A 1   58,554    7,021,210 
Lazard 1   107,967    3,757,252 
MarketWise Cl. A   500,000    1,365,000 
Morningstar 1   21,056    6,027,069 
Onex Corporation   168,900    11,794,511 
SEI Investments 1   328,494    20,875,794 
Sprott   230,880    7,820,003 
Tel Aviv Stock Exchange   221,179    1,176,591 
TMX Group   441,150   10,670,433 
Tradeweb Markets Cl. A   30,815    2,800,467 
         107,069,924 
CONSUMER FINANCE - 0.6%          
Bread Financial Holdings 1,3   100,143    3,298,710 
Encore Capital Group 1,2,3   25,000    1,268,750 
Enova International 2   71,177    3,940,359 
PRA Group 2   104,469    2,737,088 
PROG Holdings 2   19,871    614,212 
         11,859,119 
FINANCIAL SERVICES - 1.8%          
Banco Latinoamericano de Comercio Exterior Cl. E   73,446    1,817,054 
Burford Capital   175,000    2,730,000 
Compass Diversified Holdings   124,976    2,805,711 
ECN Capital   888,800    2,012,302 
EVERTEC   44,843    1,835,873 
NewtekOne   336,358    4,641,740 
NMI Holdings Cl. A 2   144,671    4,293,835 
Radian Group   95,986    2,740,400 
Repay Holdings Cl. A 2   787,331    6,723,807 
Shift4 Payments Cl. A 2   50,000    3,717,000 
Waterloo Investment Holdings 2,4   2,972,000    832,160 
         34,149,882 
INSURANCE - 5.8%          
American Equity Investment Life Holding Company 1,2   27,031    1,508,330 
Assured Guaranty   270,123    20,213,304 
Axis Capital Holdings   49,834    2,759,309 
Berkley (W.R.)   94,578    6,688,556 
E-L Financial   21,650    17,126,873 
Employers Holdings   15,188    598,407 
Erie Indemnity Cl. A   22,600    7,569,192 
First American Financial   39,441    2,541,578 
Genworth Financial Cl. A 2   491,552    3,283,567 
Hagerty Cl. A 2   460,700    3,593,460 
International General Insurance Holdings   557,557    7,181,334 
ProAssurance Corporation 1,3   298,675    4,118,728 
RenaissanceRe Holdings   32,902    6,448,792 
RLI Corp. 1   61,529    8,190,741 
Safety Insurance Group   40,945    3,111,411 
Stewart Information Services 1   6,879    404,141 
White Mountains Insurance Group   7,725    11,626,202 
         106,963,925 
Total (Cost $285,444,852)        346,193,558 
           
HEALTH CARE – 10.8%          
BIOTECHNOLOGY - 0.8%          
Avid Bioservices 2   178,000    1,157,000 
Catalyst Pharmaceuticals 2   250,097    4,204,131 
Dynavax Technologies 2   149,656    2,092,191 
Halozyme Therapeutics 2   29,353    1,084,887 
Ironwood Pharmaceuticals Cl. A 2   288,637    3,302,007 
United Therapeutics 2   10,000    2,198,900 
Vir Biotechnology 2   102,900    1,035,174 
         15,074,290 
HEALTH CARE EQUIPMENT & SUPPLIES - 4.6%          
Alphatec Holdings 2   99,914    1,509,700 

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 45

  

 

   

 

Royce Value Trust

 

Schedule of Investments (continued)        
        
   SHARES   VALUE 
         
HEALTH CARE (continued)        
HEALTH CARE EQUIPMENT & SUPPLIES (continued)        
Atrion Corporation   1,100   $416,669 
Embecta Corp.   107,542    2,035,770 
Enovis Corporation 2   478,633    26,813,021 
Haemonetics Corporation 2   201,205    17,205,039 
Inspire Medical Systems 2   18,467    3,756,742 
Insulet Corporation 2   20,643    4,479,118 
Integer Holdings Corporation 1,2,3   75,700    7,500,356 
OraSure Technologies 2   56,649    464,522 
QuidelOrtho Corporation 2   10,000    737,000 
Surmodics 1,2   161,000    5,852,350 
TransMedics Group 2   160,500    12,668,265 
UFP Technologies 2   9,821    1,689,605 
         85,128,157 
HEALTH CARE PROVIDERS & SERVICES - 1.4%          
Addus HomeCare 1,2   12,978    1,205,007 
AMN Healthcare Services 1,2   49,469    3,704,239 
CorVel Corporation 2   1,719    424,954 
Cross Country Healthcare 2   127,100    2,877,544 
NeoGenomics 2   41,750    675,515 
Pediatrix Medical Group 2   121,432    1,129,318 
Premier Cl. A   38,432    859,339 
Privia Health Group 2   299,400    6,895,182 
Select Medical Holdings   95,900    2,253,650 
U.S. Physical Therapy   62,300    5,802,622 
         25,827,370 
HEALTH CARE TECHNOLOGY - 0.4%          
Doximity Cl. A 2   63,910    1,792,036 
Simulations Plus 1   80,656    3,609,356 
Veradigm 2   163,353    1,713,573 
         7,114,965 
LIFE SCIENCES TOOLS & SERVICES - 2.6%          
Azenta 1,2,3   237,743    15,486,579 
BioLife Solutions 2   240,300    3,904,875 
Bio-Rad Laboratories Cl. A 2   5,366    1,732,628 
Bio-Techne 1   89,612    6,914,462 
Charles River Laboratories International 2   7,420    1,754,088 
Harvard Bioscience 2   102,050    545,967 
Medpace Holdings 2   5,575    1,708,905 
Mesa Laboratories 1   82,033    8,594,597 
Revvity   15,121    1,652,877 
Stevanato Group   246,879    6,737,328 
         49,032,306 
PHARMACEUTICALS - 1.0%          
Collegium Pharmaceutical 2   35,038    1,078,470 
Corcept Therapeutics 2   267,800    8,698,144 
Harmony Biosciences Holdings 1,2,3   107,045    3,457,553 
Innoviva 2   75,896    1,217,372 
Ligand Pharmaceuticals 2   18,931    1,352,052 
Prestige Consumer Healthcare 2   56,300    3,446,686 
         19,250,277 
Total (Cost $181,806,281)        201,427,365 
           
INDUSTRIALS – 23.8%          
AEROSPACE & DEFENSE - 1.3%          
HEICO Corporation 1   31,030    5,550,336 
HEICO Corporation Cl. A 1   36,533    5,203,761 
Leonardo DRS 2   397,627    7,968,445 
Magellan Aerospace   943,092    5,587,164 
National Presto Industries   9,773   784,577 
         25,094,283 
AIR FREIGHT & LOGISTICS - 0.4%          
Forward Air 1   71,915    4,521,296 
Hub Group Cl. A 2   24,947    2,293,627 
         6,814,923 
BUILDING PRODUCTS - 2.1%          
Advanced Drainage Systems   50,005    7,032,703 
American Woodmark 2   22,458    2,085,225 
AZZ 1,3   20,000    1,161,800 
Carlisle Companies   13,700    4,280,291 
CSW Industrials   45,000    9,333,450 
Gibraltar Industries 2   7,575    598,274 
Janus International Group 2   71,505    933,140 
Quanex Building Products   23,878    729,951 
Simpson Manufacturing 1   22,600    4,474,348 
UFP Industries   63,024    7,912,663 
         38,541,845 
COMMERCIAL SERVICES & SUPPLIES - 1.9%          
ACV Auctions Cl. A 2   98,800    1,496,820 
Brady Corporation Cl. A 1   265,192    15,564,118 
CompX International Cl. A 1   183,197    4,631,220 
Driven Brands Holdings 2   168,783    2,406,846 
GFL Environmental 1,3   76,850    2,652,094 
Healthcare Services Group 2   349,174    3,620,934 
Montrose Environmental Group 2   74,993    2,409,525 
RB Global 1   31,617    2,114,861 
         34,896,418 
CONSTRUCTION & ENGINEERING - 4.5%          
APi Group 1,2,3   546,800    18,919,280 
Arcosa 1   228,834    18,910,842 
Comfort Systems USA 1   21,089    4,337,374 
EMCOR Group   14,441    3,111,025 
IES Holdings 1,2   242,045    19,174,805 
MasTec 2   78,980    5,980,365 
Northwest Pipe 2   36,049    1,090,843 
Valmont Industries 1   37,112    8,666,023 
WillScot Mobile Mini Holdings Corp. 2   95,312    4,241,384 
         84,431,941 
ELECTRICAL EQUIPMENT - 1.8%          
Atkore 2   24,300    3,888,000 
Encore Wire   23,685    5,059,116 
GrafTech International   48,796    106,863 
LSI Industries   496,657    6,992,931 
Powell Industries   69,726    6,163,778 
Preformed Line Products   41,020    5,490,937 
Vertiv Holdings Cl. A   122,250    5,871,668 
         33,573,293 
GROUND TRANSPORTATION - 0.7%          
ArcBest Corporation   13,718    1,649,041 
Knight-Swift Transportation Holdings   8,388    483,568 
Landstar System 1   55,808    10,807,219 
         12,939,828 
MACHINERY - 6.2%          
Chart Industries 2   5,436    741,090 
Douglas Dynamics   104,064    3,088,620 
Enpro   64,311    10,080,106 
ESAB Corporation 1   152,470    13,206,951 

 

46 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

  

 

   

 

December 31, 2023

 

Schedule of Investments (continued)        
        
   SHARES   VALUE 
         
INDUSTRIALS (continued)        
MACHINERY (continued)        
ESCO Technologies 1   108,139   $12,655,507 
Helios Technologies 1   44,900    2,036,215 
John Bean Technologies 1   124,095    12,341,248 
Kadant 1   51,384    14,403,449 
Lincoln Electric Holdings 1   23,900    5,197,294 
Lindsay Corporation 1   70,900    9,157,444 
Miller Industries   70,615    2,986,308 
Mueller Industries 1   72,543    3,420,403 
RBC Bearings 2   22,110    6,298,918 
Tennant Company 1   80,500    7,461,545 
Titan International 2   116,490    1,733,371 
Wabash National   22,701    581,600 
Watts Water Technologies Cl. A 1   46,400    9,666,976 
         115,057,045 
MARINE TRANSPORTATION - 0.1%          
Kirby Corporation 2   16,026    1,257,720 
Matson   8,586    941,026 
         2,198,746 
PASSENGER AIRLINES - 0.1%          
Sun Country Airlines Holdings 2   88,126    1,386,222 
PROFESSIONAL SERVICES - 1.9%          
CBIZ 1,2   54,465    3,408,964 
Dun & Bradstreet Holdings   297,912    3,485,570 
Forrester Research 1,2,3   286,922    7,692,379 
Heidrick & Struggles International   17,490    516,480 
Jacobs Solutions 1   27,500    3,569,500 
KBR 1   131,069    7,262,533 
Korn Ferry 1   136,530    8,103,056 
Resources Connection   93,610    1,326,454 
TrueBlue 2   26,363    404,408 
         35,769,344 
TRADING COMPANIES & DISTRIBUTORS - 2.8%          
Air Lease Cl. A 1   308,486    12,937,903 
Applied Industrial Technologies   31,957    5,518,654 
Boise Cascade 1   20,019    2,589,658 
Core & Main Cl. A 1,2,3   46,714    1,887,713 
Distribution Solutions Group 2   98,956    3,123,051 
FTAI Aviation   187,009    8,677,218 
GMS 2   9,744    803,198 
Hudson Technologies 2   116,442    1,570,802 
MSC Industrial Direct Cl. A   14,383    1,456,423 
Transcat 2   130,431    14,260,021 
         52,824,641 
Total (Cost $271,839,205)        443,528,529 
           
INFORMATION TECHNOLOGY – 16.5%          
COMMUNICATIONS EQUIPMENT - 0.6%          
Calix 1,2   46,530    2,032,896 
Digi International 2   38,250    994,500 
Extreme Networks 2   62,933    1,110,138 
Harmonic 2   259,835    3,388,248 
NetScout Systems 2   116,730    2,562,224 
         10,088,006 
ELECTRONIC EQUIPMENT, INSTRUMENTS & COMPONENTS - 7.2%          
Cognex Corporation 1   246,500    10,288,910 
Coherent 1,2   174,520    7,596,856 
Crane NXT   143,300    8,149,471 
CTS Corporation   21,992    961,930 
Fabrinet 1,2   119,608   22,764,991 
FARO Technologies 1,2,3   228,848    5,155,945 
Insight Enterprises 2   9,623    1,705,099 
IPG Photonics 2   57,741    6,267,208 
Kimball Electronics 2   119,263    3,214,138 
Littelfuse 1   23,935    6,404,049 
Luna Innovations 2   86,450    574,893 
Methode Electronics   113,147    2,571,831 
Mirion Technologies Cl. A 2   225,000    2,306,250 
NAPCO Security Technologies   15,000    513,750 
PAR Technology 1,2,3   379,239    16,512,066 
PC Connection   22,999    1,545,763 
Richardson Electronics   433,407    5,785,983 
Rogers Corporation 2   87,268    11,525,485 
Sanmina Corporation 2   13,994    718,872 
Teledyne Technologies 2   9,660    4,311,161 
TTM Technologies 1,2,3   337,529    5,336,334 
Vishay Precision Group 2   109,919    3,744,940 
Vontier Corporation   170,889    5,904,215 
         133,860,140 
IT SERVICES - 0.8%          
Hackett Group (The) 1   405,798    9,240,020 
Kyndryl Holdings 2   303,664    6,310,138 
         15,550,158 
SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT - 5.8%          
Axcelis Technologies 2   21,537    2,793,133 
Camtek 2   26,300    1,824,694 
Cirrus Logic 1,2   87,810    7,304,914 
Cohu 1,2,3   48,082    1,701,622 
Diodes 1,2,3   84,717    6,821,413 
FormFactor 2   226,824    9,460,829 
Impinj 1,2,3   173,889    15,655,227 
indie Semiconductor Cl. A 2   80,000    648,800 
Kulicke & Soffa Industries 1   49,774    2,723,633 
MaxLinear 2   148,212    3,522,999 
MKS Instruments   200,757    20,651,873 
Onto Innovation 1,2,3   83,790    12,811,491 
Photronics 2   254,989    7,999,005 
Rambus 2   90,701    6,190,343 
Silicon Motion Technology ADR   53,907    3,302,882 
SiTime Corporation 2   9,620    1,174,410 
Ultra Clean Holdings 2   103,610    3,537,245 
         108,124,513 
SOFTWARE - 2.1%          
Adeia 1   10,609    131,446 
Agilysys 1,2   26,500    2,247,730 
Alkami Technology 2   118,082    2,863,488 
BlackLine 2   42,629    2,661,755 
Consensus Cloud Solutions 1,2,3   42,952    1,125,772 
Descartes Systems Group (The) 2   5,000    420,300 
InterDigital 1   20,125    2,184,367 
JFrog 2   200,000    6,922,000 
Progress Software   79,199    4,300,506 
PROS Holdings 2   142,773    5,538,165 
Q2 Holdings 2   46,900    2,035,929 
Sapiens International   106,143    3,071,778 
Sprout Social Cl. A 2   10,000    614,400 
Teradata Corporation 2   78,920    3,433,809 

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 47

 

 

   

 

Royce Value Trust

 

Schedule of Investments (continued)        
        
   SHARES   VALUE 
         
INFORMATION TECHNOLOGY (continued)          
SOFTWARE (continued)          
Workiva Cl. A 2   19,959   $2,026,437 
         39,577,882 
Total (Cost $238,572,743)        307,200,699 
           
MATERIALS – 7.8%          
CHEMICALS - 3.6%          
AdvanSix 1   49,580    1,485,417 
Aspen Aerogels 2   47,200    744,816 
Element Solutions 1   570,202    13,194,475 
Hawkins 1   97,521    6,867,429 
Ingevity Corporation 2   154,733    7,306,492 
Innospec 1   121,538    14,978,343 
NewMarket Corporation   8,000    4,366,640 
Quaker Houghton   85,134    18,169,298 
         67,112,910 
CONTAINERS & PACKAGING - 0.3%          
Graphic Packaging Holding Company   101,029    2,490,365 
Silgan Holdings   64,662    2,925,955 
         5,416,320 
METALS & MINING - 3.3%          
Alamos Gold Cl. A   1,976,000    26,574,333 
Gold Fields ADR   536,500    7,757,790 
Haynes International 1   102,500    5,847,625 
IAMGOLD Corporation 2   500,000    1,265,000 
Major Drilling Group International 2   1,496,691    10,403,022 
Materion Corporation   25,000    3,253,250 
Olympic Steel   29,687    1,980,123 
Reliance Steel & Aluminum 1   4,701    1,314,776 
Ryerson Holding Corporation   33,381    1,157,653 
TimkenSteel Corporation 2   29,423    689,969 
Warrior Met Coal   13,716    836,265 
         61,079,806 
PAPER & FOREST PRODUCTS - 0.6%          
Louisiana-Pacific   74,997    5,312,037 
Stella-Jones   83,000    4,830,731 
Sylvamo Corporation 1   45,309    2,225,125 
         12,367,893 
Total (Cost $84,035,378)        145,976,929 
           
REAL ESTATE – 3.4%          
DIVERSIFIED REITS - 0.0%          
New York REIT 2,4   15,000    163,200 
REAL ESTATE MANAGEMENT & DEVELOPMENT - 3.4%          
Colliers International Group   61,871    7,827,919 
DigitalBridge Group Cl. A   105,934    1,858,082 
FirstService Corporation   100,452    16,282,265 
FRP Holdings 1,2   67,913    4,270,369 
Kennedy-Wilson Holdings 1   889,962    11,017,730 
Marcus & Millichap 1,3   285,265    12,460,375 
St. Joe Company (The) 1   78,800    4,742,184 
Tejon Ranch 1,2,3   313,818    5,397,670 
         63,856,594 
Total (Cost $45,557,382)        64,019,794 
           
UTILITIES  0.1%          
ELECTRIC UTILITIES - 0.1%          
Otter Tail   24,388    2,072,248 
         
GAS UTILITIES - 0.0%          
Chesapeake Utilities   557   58,836 
Total (Cost $1,972,129)        2,131,084 
           
TOTAL COMMON STOCKS          
(Cost $1,357,950,541)        1,820,805,355 
           
INVESTMENT COMPANIES – 0.9%          
           
DIVERSIFIED INVESTMENT COMPANIES – 0.0%          
CLOSED-END FUNDS - 0.0%          
Eagle Point Credit   42,054    399,513 
Total (Cost $370,947)        399,513 
           
MATERIALS – 0.9%          
METALS & MINING - 0.9%          
VanEck Junior Gold Miners ETF   419,426    15,900,440 
Total (Cost $14,964,577)        15,900,440 
           
TOTAL INVESTMENT COMPANIES          
(Cost $15,335,524)        16,299,953 
           
REPURCHASE AGREEMENT – 3.1%          

Fixed Income Clearing Corporation, 4.75% dated 12/29/23, due 1/2/24, maturity value

$58,855,723 (collateralized by obligations of U.S. Government Agencies, 2.75%

due 2/15/28, valued at $60,001,175)

          
(Cost $58,824,677)        58,824,677 
           
TOTAL INVESTMENTS – 101.7%          
(Cost $1,432,110,742)        1,895,929,985 
           
LIABILITIES LESS CASH AND OTHER ASSETS – (1.7)%        (31,951,585)
           
NET ASSETS – 100.0%       $1,863,978,400 

 

48 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

   

 

December 31, 2023

 

ADR – American Depository Receipt

New additions in 2023.

1All or a portion of these securities were pledged as collateral in connection with the Fund's revolving credit agreement as of December 31, 2023. Total market value of pledged securities as of December 31, 2023, was $72,490,887.

2Non-income producing.

3As of December 31, 2023, a portion of these securities, in the aggregate amount of $31,277,208, were rehypothecated by BNP Paribas Prime Brokerage International, Limited in connection with the Fund's revolving credit agreement. See Notes to Financial Statements.

4Securities for which market quotations are not readily available represent 0.1% of net assets. These securities have been valued at their fair value under procedures approved by the Fund's Board of Directors. These securities are defined as Level 3 securities due to the use of significant unobservable inputs in the determination of fair value. See Notes to Financial Statements.

 

Bold indicates the Fund’s 20 largest equity holdings in terms of December 31, 2023, market value.

 

TAX INFORMATION: The cost of total investments for Federal income tax purposes was $1,441,272,627. As of December 31, 2023, net unrealized appreciation for all securities was $454,657,358 consisting of aggregate gross unrealized appreciation of $536,721,222 and aggregate gross unrealized depreciation of $82,063,864. The primary causes of the difference between book and tax basis cost are the timing of the recognition of losses on securities sold, investments in publicly traded partnerships, investments in Real Estate Investment Trusts and mark-to-market of Passive Foreign Investment Companies.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 49

 

 

 

 

Royce Value Trust December 31, 2023

 

 

Statement of Assets and Liabilities

 

ASSETS:    
Investments at value  $1,837,105,308 
Repurchase agreements (at cost and value)   58,824,677 
Foreign currency (cost $84,072)   83,932 
Receivable for investments sold   6,037,009 
Receivable for dividends and interest   1,142,982 
Prepaid expenses and other assets   467,636 
Total Assets   1,903,661,544 
LIABILITIES:     
Revolving credit agreement   35,000,000 
Payable to custodian for cash overdrawn   841 
Payable for investments purchased   2,123,662 
Payable for investment advisory fee   2,004,334 
Payable for directors’ fees   57,280 
Payable for interest expense   196,506 
Accrued expenses   300,521 
Total Liabilities   39,683,144 
Net Assets  $1,863,978,400 
ANALYSIS OF NET ASSETS:     
Paid-in capital - $0.001 par value per share; 113,509,213 shares outstanding (150,000,000 shares authorized)  $1,410,063,074 
Total distributable earnings (loss)   453,915,326 
Net Assets (net asset value per share - $16.42)  $1,863,978,400 
Investments at identified cost  $1,373,286,065 

 

50 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

Royce Value Trust Year Ended December 31, 2023

 

 

Statement of Operations

 

INVESTMENT INCOME:    
INCOME:    
Dividends  $21,482,310 
Foreign withholding tax   (357,731)
Interest   1,150,080 
Rehypothecation income   5,077 
Total income   22,279,736 
EXPENSES:     
Investment advisory fees   19,911,994 
Interest expense   2,204,533 
Administrative and office facilities   831,105 
Stockholder reports   406,487 
Custody and transfer agent fees   245,744 
Directors’ fees   205,231 
Professional fees   126,425 
Other expenses   186,256 
Total expenses   24,117,775 
Net investment income (loss)   (1,838,039)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:     
NET REALIZED GAIN (LOSS):     
Investments   115,080,019 
Foreign currency transactions   (31,328)
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION):     
Investments   216,432,683 
Other assets and liabilities denominated in foreign currency   (5,412)
Net realized and unrealized gain (loss) on investments and foreign currency   331,475,962 
NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS  $329,637,923 

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 51

 

 

 

 

 

Royce Value Trust

 

 

Statement of Changes in Net Assets

 

   YEAR ENDED 12/31/23   YEAR ENDED 12/31/22 
INVESTMENT OPERATIONS:          
Net investment income (loss)  $(1,838,039)  $6,839,471 
Net realized gain (loss) on investments and foreign currency   115,048,691    79,828,689 
Net change in unrealized appreciation (depreciation) on investments and foreign currency   216,427,271    (547,272,242)
Net increase (decrease) in net assets from investment operations   329,637,923    (460,604,082)
DISTRIBUTIONS:          
Total distributable earnings   (119,069,508)   (121,045,358)
Return of capital       (20,627,640)
Total distributions   (119,069,508)   (141,672,998)
CAPITAL STOCK TRANSACTIONS:          
Reinvestment of distributions   48,230,613    57,586,181 
Total capital stock transactions   48,230,613    57,586,181 
Net Increase (Decrease) In Net Assets   258,799,028    (544,690,899)
NET ASSETS:          
Beginning of year   1,605,179,372    2,149,870,271 
End of year  $1,863,978,400   $1,605,179,372 

 

52 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

 

 

Royce Value Trust Year Ended December 31, 2023

 

 

Statement of Cash Flows

 

CASH FLOWS FROM OPERATING ACTIVITIES:    
Net increase (decrease) in net assets from investment operations  $329,637,923 
Adjustments to reconcile net increase (decrease) in net assets from investment operations to net cash provided by operating activities:     
Purchases of long-term investments   (1,158,126,307)
Proceeds from sales and maturities of long-term investments   1,172,833,103 
Net purchases, sales and maturities of short-term investments   57,124,751 
Net (increase) decrease in dividends and interest receivable and other assets   199,994 
Net increase (decrease) in interest expense payable, accrued expenses and other liabilities   722,564 
Net change in unrealized appreciation (depreciation) on investments   (216,432,683)
Net realized gain (loss) on investments   (115,080,019)
Net cash provided by operating activities   70,879,326 
CASH FLOWS FROM FINANCING ACTIVITIES:     
Distributions net of reinvestment (reinvestment $48,230,613)   (70,838,895)
Net cash used for financing activities   (70,838,895)
INCREASE (DECREASE) IN CASH:   40,431 
Cash and foreign currency at beginning of year   42,660 
Cash and foreign currency at end of year  $83,932 
Cash and foreign currency overdrawn at end of year  $841 

 

Supplemental disclosure of cash flow information:

For the year ended December 31, 2023, the Fund paid $2,167,102 in interest expense.

 

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS 2023 Annual Report to Stockholders | 53

 

 

 

 

 

Royce Value Trust

 

 

Financial Highlights

This table is presented to show selected data for a share of Common Stock outstanding throughout each period, and to assist stockholders in evaluating the Fund’s performance for the periods presented.

 

   YEARS ENDED
    12/31/23   12/31/22   12/31/21   12/31/20   12/31/19
Net Asset Value, Beginning of Period  $14.60   $20.29   $18.52   $16.58   $13.73 
INVESTMENT OPERATIONS:                         
Net investment income (loss)   (0.01)   0.06    0.041   0.03    0.11 
Net realized and unrealized gain (loss) on investments and foreign currency   2.96    (4.40)   3.46    3.02    3.90 
Net increase (decrease) in net assets from investment operations   2.95    (4.34)   3.50    3.05    4.01 
DISTRIBUTIONS:                         
Net investment income   –         (0.12)   (0.02)   (0.09)   (0.11)
Net realized gain on investments and foreign currency   (1.07)   (1.01)   (1.65)   (0.95)   (0.99)
Return of capital   –         (0.19)   –         –         –      
Total distributions   (1.07)   (1.32)   (1.67)   (1.04)   (1.10)
CAPITAL STOCK TRANSACTIONS:                         
Effect of reinvestment of distributions by Common Stockholders   (0.06)   (0.03)   (0.06)   (0.07)   (0.06)
Total capital stock transactions   (0.06)   (0.03)   (0.06)   (0.07)   (0.06)
Net Asset Value, End of Period  $16.42   $14.60   $20.29   $18.52   $16.58 
Market Value, End of Period  $14.56   $13.26   $19.59   $16.14   $14.77 
TOTAL RETURN:2                         
Net Asset Value   21.71%   (21.29)%   19.97%   21.85%   30.46%
Market Value   18.83%   (25.96)%   32.91%   19.20%   35.23%
RATIOS BASED ON AVERAGE NET ASSETS:                         
Investment advisory fee expense3   1.17%   0.74%   1.02%   1.15%   0.49%
Other operating expenses   0.24%   0.23%   0.13%   0.19%   0.27%
Total expenses (net)   1.41%   0.97%   1.15%   1.34%   0.76%
Expenses excluding interest expense   1.29%   0.86%   1.11%   1.26%   0.61%
Expenses prior to balance credits   1.41%   0.97%   1.15%   1.34%   0.76%
Net investment income (loss)   (0.11)%   0.39%   0.21%1   0.16%   0.69%
SUPPLEMENTAL DATA:                         
Net Assets, End of Period (in thousands)  $1,863,978   $1,605,179   $2,149,870   $1,888,606   $1,628,039 
Portfolio Turnover Rate   67%   60%   44%   36%   30%
REVOLVING CREDIT AGREEMENT:                         
Asset coverage   5426%   4686%   3171%   2798%   2426%
Asset coverage per $1,000  $54,257   $46,862   $31,712   $27,980   $24,258 

 

1A special distribution from ECN Capital resulted in an increase in net investment income (loss) per share of $0.05 and an increase in the ratio of net investment income (loss) to average net assets of 0.26%.
2The Market Value Total Return is calculated assuming a purchase of Common Stock on the opening of the first business day and a sale on the closing of the last business day of each period. Dividends and distributions are assumed for the purposes of this calculation to be reinvested at prices obtained under the Fund’s Distribution Reinvestment and Cash Purchase Plan. Net Asset Value Total Return is calculated on the same basis, except that the Fund’s net asset value is used on the purchase, sale and dividend reinvestment dates instead of market value.
3The investment advisory fee is calculated based on average net assets over a rolling 60-month basis, while the above ratios of investment advisory fee expenses are based on the average net assets over a 12-month basis.

 

54 | 2023 Annual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

 

 

 

   

 

Royce Value Trust

 

Notes to Financial Statements

 

Summary of Significant Accounting Policies:

Royce Value Trust, Inc. (the “Fund”), is a diversified closed-end investment company that was incorporated under the laws of the State of Maryland on July 1, 1986. The Fund commenced operations on November 26, 1986.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

The Fund is an investment company registered under the Investment Company Act of 1940 (the “1940 Act”) and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services-Investment Companies.”

Royce & Associates, LP, the Fund’s investment adviser, is a majority-owned subsidiary of Franklin Resources, Inc. and primarily conducts business using the name Royce Investment Partners (“Royce”).

 

VALUATION OF INVESTMENTS:

Portfolio securities held by the Fund are valued as of the close of trading on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on the valuation date. Investments in money market funds are valued at net asset value per share. Values for non-U.S. dollar denominated equity securities are converted to U.S. dollars daily based upon prevailing foreign currency exchange rates as quoted by a major bank.

Portfolio securities that are listed on an exchange or Nasdaq, or traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system, are valued: (i) on the basis of their last reported sales prices or official closing prices, as applicable, on a valuation date; or (ii) at their highest reported bid prices in the event such equity securities did not trade on a valuation date. Such inputs are generally referred to as “Level 1” inputs because they represent reliable quoted prices in active markets for identical securities.

If the value of a portfolio security held by the Fund cannot be determined solely by reference to Level 1 inputs, such portfolio security will be “fair valued.” The Fund’s Board of Directors has designated Royce as valuation designee to perform fair value determinations for such portfolio securities in accordance with Rule 2a-5 under the 1940 Act (“Rule 2a-5”). Pursuant to Rule 2a-5, fair values are determined in accordance with policies and procedures approved by the Fund’s Board of Directors and policies and procedures adopted by Royce in its capacity as valuation designee for the Fund. Fair valued securities are reported as either “Level 2” or “Level 3” securities.

As a general principle, the fair value of a security is the amount which the Fund might reasonably expect to receive for the security upon its current sale. However, in light of the judgment involved in fair valuations, no assurance can be given that a fair value assigned to a particular portfolio security will be the amount which the Fund might be able to receive upon its current sale. When a fair value pricing methodology is used, the fair value prices used by the Fund for such securities will likely differ from the quoted or published prices for the same securities.

Level 2 inputs are other significant observable inputs (e.g., dealer bid side quotes and quoted prices for securities with comparable characteristics). Examples of situations in which Level 2 inputs are used to fair value portfolio securities held by the Fund on a particular valuation date include:

Over-the-counter equity securities other than those traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system (collectively referred to herein as “Other OTC Equity Securities”) are fair valued at their highest bid price when Royce receives at least two bid side quotes from dealers who make markets in such securities;

Certain bonds and other fixed income securities may be fair valued by reference to other securities with comparable ratings, interest rates, and maturities in accordance with valuation methodologies maintained by certain independent pricing services; and

The Fund uses an independent pricing service to fair value certain non-U.S. equity securities when U.S. market volatility exceeds a certain threshold. This pricing service uses proprietary correlations it has developed between the movement of prices of non-U.S. equity securities and indices of U.S.-traded securities, futures contracts, and other indications to estimate the fair value of such non-U.S. securities.

Level 3 inputs are significant unobservable inputs. Examples of Level 3 inputs include (without limitation) the last trade price for a security before trading was suspended or terminated; discounts to last trade price for lack of marketability or otherwise; market price information regarding other securities; information received from the issuer and/or published documents, including SEC filings and financial statements; and other publicly available information. Pursuant to the above-referenced policies and procedures, Royce may use

 

2023 Annual Report to Stockholders | 55

 

   

 

Royce Value Trust

 

Notes to Financial Statements (continued)

 

VALUATION OF INVESTMENTS (continued):

various techniques in making fair value determinations based upon Level 3 inputs, which techniques may include (without limitation): (i) workout valuation methods (e.g., earnings multiples, discounted cash flows, liquidation values, derivations of book value, firm or probable offers from qualified buyers for the issuer’s ongoing business, etc.); (ii) discount or premium from market, or compilation of other observable market information, for other similar freely traded securities; (iii) conversion from the readily available market price of a security into which an affected security is convertible or exchangeable; and (iv) pricing models or other formulas. In the case of restricted securities, fair value determinations generally start with the inherent or intrinsic worth of the relevant security, without regard to the restrictive feature, and are reduced for any diminution in value resulting from the restrictive feature. Due to the inherent uncertainty of such valuations, these fair values may differ significantly from the values that would have been used had an active market existed.

A security that is valued by reference to Level 1 or Level 2 inputs may drop to Level 3 on a particular valuation date for several reasons, including if:

an equity security that is listed on an exchange or Nasdaq, or traded on OTC Market Group Inc.’s OTC Link ATS or other alternative trading system, has not traded and there are no bids;

Royce does not receive at least two bid side quotes for an Other OTC Equity Security;

the independent pricing services are unable to supply fair value prices; or

the Level 1 or Level 2 inputs become otherwise unreliable for any reason (e.g., a significant event occurs after the close of trading for a security but prior to the time the Fund prices its shares).

The table below shows the aggregate value of the various Level 1, Level 2, and Level 3 securities held by the Fund as of December 31, 2023. Any Level 2 or Level 3 securities held by the Fund are noted in its Schedule of Investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with owning those securities.

 

  LEVEL 1 LEVEL 2 LEVEL 3 TOTAL
Common Stocks $1,819,809,995 $ $995,360 $1,820,805,355
Investment Companies 16,299,953   16,299,953
Repurchase Agreement   58,824,677 58,824,677

 

Level 3 Reconciliation:

 

          UNREALIZED GAIN (LOSS) 1  
 

BALANCE AS OF

12/31/22

PURCHASES CORPORATE ACTIONS REALIZED GAIN (LOSS) 1

CURRENTLY HELD

SECURITIES

SECURITIES NO

LONGER HELD

BALANCE AS OF

 12/31/23

Common Stocks $999,110 $ – $(3,750) $ – $0 $ – $995,360

1The net change in unrealized appreciation (depreciation) is included in the accompanying Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized appreciation (depreciation) resulting from changes in investment values during the reporting period and the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized. Net realized gain (loss) from investments and foreign currency transactions is included in the accompanying Statement of Operations.

 

REPURCHASE AGREEMENTS:

The Fund may enter into repurchase agreements with institutions that the Fund’s investment adviser has determined are creditworthy. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held until maturity of the repurchase agreements, are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). Repurchase agreements could involve certain risks in the event of default or insolvency of the counter-party, including possible delays or restrictions upon the ability of the Fund to dispose of its underlying securities. The remaining contractual maturity of the repurchase agreement held by the Fund as of December 31, 2023, is next business day and continuous.

 

FOREIGN CURRENCY:

Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, expiration of currency forward contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investments in securities at the end of the reporting period, as a result of changes in foreign currency exchange rates.

The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

For the purposes of the Statement of Cash Flows, the Fund defines Cash as cash, including foreign currency.

 

56 | 2023 Annual Report to Stockholders

 

   

 

Royce Value Trust

 

Notes to Financial Statements (continued)

 

TAXES:

As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes under the caption “Tax Information.”

 

DISTRIBUTIONS:

The Fund pays quarterly distributions on the Fund’s Common Stock at the annual rate of 7% of the rolling average of the prior four calendar quarter-end NAVs of the Fund’s Common Stock, with the fourth quarter distribution being the greater of 1.75% of the rolling average or the distribution required by IRS regulations. Distributions to Common Stockholders are recorded on ex-dividend date. To the extent that distributions in any year are not paid from long-term capital gains, net investment income or net short-term capital gains, they will represent a return of capital. Distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. Permanent book and tax differences relating to stockholder distributions will result in reclassifications within the capital accounts. Undistributed net investment income may include temporary book and tax basis differences, which will reverse in a subsequent period. Any taxable income or gain remaining undistributed at fiscal year end is distributed in the following year.

 

INVESTMENT TRANSACTIONS AND RELATED INVESTMENT INCOME:

Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date except for certain dividends from securities where the dividend rate is not available. In such cases, the dividend is recorded as soon as the information is received by the Fund. Non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. Premiums and discounts on debt securities are amortized using the effective yield-to-maturity method. Realized gains and losses from investment transactions are determined on the basis of identified cost for book and tax purposes.

 

EXPENSES:

The Fund incurs direct and indirect expenses. Expenses directly attributable to the Fund are charged to the Fund, while expenses applicable to more than one of the Royce Funds are allocated equitably. Certain personnel, occupancy costs and other administrative expenses related to all of the Royce Funds are allocated by Royce under an administration agreement and are included in administrative and office facilities and professional fees.

 

INDEMNIFICATION PROVISIONS:

Reference is made to Maryland law, the Fund’s Articles of Incorporation, as amended and supplemented, and the Fund’s Amended and Restated By-laws, each of which provides for the indemnification by the Fund of the Fund’s officers and directors under the circumstances and to the extent set forth therein. Reference is also made to the investment advisory agreement between the Fund and Royce which provides for the indemnification by the Fund of Royce under the circumstances and to the extent set forth therein. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification provisions in favor of such service providers and other covered persons. The amount of any potential Fund liability under these indemnification arrangements, if any, currently cannot be determined with any degree of specificity. The Fund is not currently in possession of any information that would cause it to believe that the Fund is reasonably likely to be subject to any material adverse impact from the operation of these indemnification arrangements. No assurance can be given, however, that the Fund will not incur any liability from the operation of these indemnification arrangements. Any future liability to the Fund that may arise from the operation of such arrangements will be publicly disclosed to the extent required by relevant accounting guidance and applicable laws, rules, and regulations.

 

Capital Stock:

The Fund issued 3,593,871 and 3,966,554 shares of Common Stock as reinvestment of distributions for the years ended December 31, 2023, and December 31, 2022, respectively.

 

Borrowings:

The Fund is party to a revolving credit agreement (the “credit agreement”) with BNP Paribas Prime Brokerage International, Limited (BNPPI). The Fund pays a commitment fee of 0.50% per annum on the unused portion of the then-current maximum amount that may be borrowed by the Fund under the credit agreement. The credit agreement has a 179-day rolling term that resets daily. The Fund pledges eligible portfolio securities as collateral and has granted a security interest in such pledged securities to, and in favor of, BNPPI as security for the loan balance outstanding. The amount of eligible portfolio securities required to be pledged as collateral is determined by BNPPI in accordance with the credit agreement. In determining collateral requirements, the value of eligible securities pledged as collateral is subject to discount by BNPPI based upon a variety of factors set forth in the credit agreement. As of December 31, 2023, the market value of eligible securities pledged as collateral exceeded two times the loan balance outstanding.

 

2023 Annual Report to Stockholders | 57

 

   

 

Royce Value Trust

 

Notes to Financial Statements (continued)

 

Borrowings (continued):

If the Fund fails to meet certain requirements, or comply with other financial covenants set forth in the credit agreement, the Fund may be required to repay immediately, in part or in full, the loan balance outstanding under the credit agreement, which may necessitate the sale of portfolio securities at potentially inopportune times. BNPPI may terminate the credit agreement upon certain ratings downgrades of its corporate parent, which would result in the Fund’s entire loan balance becoming immediately due and payable. The occurrence of such ratings downgrades may necessitate the sale of portfolio securities at potentially inopportune times. BNPPI may also terminate the credit agreement upon sixty (60) calendar days’ prior written notice to the Fund in the event the Fund’s net asset value per share as of the close of business on the last business day of any calendar month declines by thirty-five percent (35%) or more from the Fund’s net asset value per share as of the close of business on the last business day of the immediately preceding calendar month.

The credit agreement also permits, subject to certain conditions, BNPPI to rehypothecate portfolio securities pledged by the Fund up to the amount of the loan balance outstanding. The Fund continues to receive payments in lieu of dividends and interest on rehypothecated securities. The Fund also has the right under the credit agreement to recall the rehypothecated securities from BNPPI on demand. If BNPPI fails to deliver the recalled security in a timely manner, the Fund is compensated by BNPPI for any fees or losses related to the failed delivery or, in the event a recalled security is not returned by BNPPI, the Fund, upon notice to BNPPI, may reduce the loan balance outstanding by the value of the recalled security failed to be returned. The Fund receives a portion of the fees earned by BNPPI in connection with the rehypothecation of portfolio securities.

The Fund and BNPPI have agreed that the current maximum amount the Fund may borrow under the credit agreement is $70,000,000. The Fund has the right to further reduce the maximum amount it can borrow under the credit agreement upon one (1) business day’s prior written notice to BNPPI. In addition, the Fund and BNPPI may agree to increase the maximum amount the Fund can borrow under the credit agreement, which amount may not exceed $150,000,000.

As of December 31, 2023, the Fund had outstanding borrowings of $35,000,000. During the year ended December 31, 2023, the Fund had an average daily loan balance of $35,000,000 at a weighted average borrowing cost of 6.21%. The maximum loan balance outstanding during the year ended December 31, 2023, was $35,000,000. As of December 31, 2023, the aggregate value of rehypothecated securities was $31,277,208. During the year ended December 31, 2023, the Fund earned $5,077 in fees from rehypothecated securities.

 

Investment Advisory Agreement:

As compensation for its services under the investment advisory agreement, Royce receives a fee comprised of a Basic Fee (“Basic Fee”) and an adjustment to the Basic Fee based on the investment performance of the Fund in relation to the investment record of the S&P SmallCap 600 Index (“S&P 600”). The fee is payable monthly.

The Basic Fee is a monthly fee equal to 1/12 of 1% (1% on an annualized basis) of the average of the Fund’s month-end net assets for the rolling 60-month period ending with such month (the “performance period”). The Basic Fee for each month is increased or decreased at the rate of 1/12 of .05% for each percentage point that the investment performance of the Fund exceeds, or is exceeded by, the percentage change in the investment record of the S&P 600 for the performance period by more than two percentage points. The performance period for each such month is a rolling 60-month period ending with such month. The maximum increase or decrease in the Basic Fee for any month may not exceed 1/12 of .5%. Accordingly, for each month, the maximum monthly fee rate as adjusted for performance is 1/12 of 1.5% and is payable if the investment performance of the Fund exceeds the percentage change in the investment record of the S&P 600 by 12 or more percentage points for the performance period, and the minimum monthly fee rate as adjusted for performance is 1/12 of .5% and is payable if the percentage change in the investment record of the S&P 600 exceeds the investment performance of the Fund by 12 or more percentage points for the performance period.

Notwithstanding the foregoing, Royce is not entitled to receive any fee for any month when the investment performance of the Fund for the rolling 36-month period ending with such month is negative. In the event that the Fund’s investment performance for such a performance period is less than zero, Royce will not be required to refund to the Fund any fee earned in respect of any prior performance period. 

For the twelve rolling 60-month periods in 2023, the Fund’s investment performance ranged from 8% below to 11% above the investment performance of the S&P 600. Accordingly, the net investment advisory fee consisted of a Basic Fee of $16,987,847 and a net upward adjustment of $2,924,147 for the performance of the Fund relative to that of the S&P 600. For the year ended December 31, 2023, the Fund expensed Royce investment advisory fees totaling $19,911,994.

 

Purchases and Sales of Investment Securities:

For the year ended December 31, 2023, the costs of purchases and proceeds from sales of investment securities, other than short-term securities, amounted to $1,151,609,776 and $1,141,712,468, respectively.

 

58 | 2023 Annual Report to Stockholders

 

   

 

Royce Value Trust

 

Notes to Financial Statements (continued)

 

Purchases and Sales of Investment Securities (continued):

Cross trades were executed by the Fund pursuant to Rule 17a-7 under the 1940 Act. Cross trading is the buying or selling of portfolio securities between funds to which Royce or an affiliate of Franklin Resources, Inc. serves as investment adviser. The Fund’s Chief Compliance Officer reviews such transactions each quarter for compliance with the requirements and restrictions set forth by Rule 17a-7, and reports the results of that review to the Board of Directors. Cross trades for the year ended December 31, 2023, were as follows:

 

COSTS OF PURCHASES PROCEEDS FROM SALES REALIZED GAIN (LOSS)
$647,965 $623,239 $(1,447,727)

 

Tax Information:

Distributions during the years ended December 31, 2023 and 2022, were characterized as follows for tax purposes:

 

ORDINARY INCOME LONG-TERM CAPITAL GAINS RETURN OF CAPITAL
2023 2022 2023 2022 2023 2022
$15,316,939 $25,777,270 $103,752,569 $95,268,088 $ – $20,627,640

 

The tax basis components of distributable earnings as of December 31, 2023, were as follows:

 

UNDISTRIBUTED

ORDINARY INCOME

UNDISTRIBUTED

LONG-TERM CAPITAL GAINS

NET UNREALIZED

APPRECIATION
(DEPRECIATION)1

QUALIFIED LATE YEAR

ORDINARY AND POST-OCTOBER
LOSS DEFERRALS2

TOTAL

DISTRIBUTABLE EARNINGS

$4,753,638 $14,750 $454,656,762 $(5,509,824) $453,915,326
1Includes timing differences on foreign currency, recognition of losses on securities sold, investments in Real Estate Investment Trusts, investments in publicly traded partnerships and mark-to-market of Passive Foreign Investment Companies.

2Under the current tax law, capital losses and qualified late year ordinary losses incurred after October 31 may be deferred and treated as occurring on the first day of the following fiscal year.

 

For financial reporting purposes, capital accounts and distributions to stockholders are adjusted to reflect the tax character of permanent book/tax differences. For the year ended December 31, 2023, the Fund recorded the following permanent reclassifications, which relate primarily to investments in partnerships and passive foreign investment companies:

 

TOTAL DISTRIBUTABLE EARNINGS (LOSS) PAID-IN CAPITAL
$(1,522,903) $1,522,903

 

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years (2020-2023) and has concluded that as of December 31, 2023, no provision for income tax is required in the Fund’s financial statements.

 

Subsequent Events:

Subsequent events have been evaluated through the date the financial statements were issued and it has been determined that no events have occurred that require disclosure.

 

2023 Annual Report to Stockholders | 59

 

   

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors and Stockholders of Royce Value Trust, Inc.:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Royce Value Trust, Inc. (the “Fund”) as of December 31, 2023, the related statements of operations and cash flows for the year ended December 31, 2023, the statement of changes in net assets for each of the two years in the period ended December 31, 2023, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2023 and the financial highlights for each of the five years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2023 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

/s/PricewaterhouseCoopers LLP

New York, New York

February 22, 2024

 

We have served as the auditor of one or more investment companies in the Franklin Templeton Group of Funds since 1948.

 

60 | 2023 Annual Report to Stockholders

 

   

 

History Since Inception (unaudited)

 

The following table details the share accumulations by an initial investor in the Funds who reinvested all distributions and participated fully in primary subscriptions for each of the rights offerings. Full participation in distribution reinvestments and rights offerings can maximize the returns available to a long-term investor. This table should be read in conjunction with the Performance and Portfolio Reviews of the Funds.

 

HISTORY   AMOUNT INVESTED PURCHASE PRICE 1  SHARES   NAV VALUE 2 MARKET VALUE 2
Royce Global Value Trust                  
10/17/13 Initial Purchase $ 8,975 $ 8.975 1,000 $ 9,780 $ 8,975
12/11/14 Distribution $0.15       7.970 19   9,426   8,193
12/10/15 Distribution $0.10       7.230 14   9,101   7,696
12/9/16 Distribution $0.14       7.940 18   10,111   8,446
12/12/17 Distribution $0.11       10.610 11   13,254   11,484
12/12/18 Distribution $0.04       8.500 5   11,118   9,475
12/11/19 Distribution $0.06       10.670 6   14,593   12,543
12/17/20 Distribution $1.19       13.441 95   17,462   15,604
12/10/21 Distribution $2.75       12.498 257   20,321   18,696
12/9/22 Distribution $0.133       8.821 21   14,822   12,508
12/8/23 Distribution $0.15       9.430 23        
12/31/23   $ 8,975     1,469 $ 17,217 $ 14,323
                   
Royce Micro-Cap Trust                  
12/14/93 Initial Purchase $ 7,500 $ 7.500 1,000 $ 7,250 $ 7,500
10/28/94 Rights Offering   1,400   7.000 200        
12/19/94 Distribution $0.05       6.750 9   9,163   8,462
12/7/95 Distribution $0.36       7.500 58   11,264   10,136
12/6/96 Distribution $0.80       7.625 133   13,132   11,550
12/5/97 Distribution $1.00       10.000 140   16,694   15,593
12/7/98 Distribution $0.29       8.625 52   16,016   14,129
12/6/99 Distribution $0.27       8.781 49   18,051   14,769
12/6/00 Distribution $1.72       8.469 333   20,016   17,026
12/6/01 Distribution $0.57       9.880 114   24,701   21,924
2002 Annual distribution total $0.80       9.518 180   21,297   19,142
2003 Annual distribution total $0.92       10.004 217   33,125   31,311
2004 Annual distribution total $1.33       13.350 257   39,320   41,788
2005 Annual distribution total $1.85       13.848 383   41,969   45,500
2006 Annual distribution total $1.55       14.246 354   51,385   57,647
2007 Annual distribution total $1.35       13.584 357   51,709   45,802
2008 Annual distribution total $1.193       8.237 578   28,205   24,807
3/11/09 Distribution $0.223       4.260 228   41,314   34,212
12/2/10 Distribution $0.08       9.400 40   53,094   45,884
2011 Annual distribution total $0.533       8.773 289   49,014   43,596
2012 Annual distribution total $0.51       9.084 285   57,501   49,669
2013 Annual distribution total $1.38       11.864 630   83,110   74,222
2014 Annual distribution total $2.90       10.513 1,704   86,071   76,507
2015 Annual distribution total $1.26       7.974 1,256   75,987   64,222
2016 Annual distribution total $0.64       7.513 779   92,689   78,540
2017 Annual distribution total $0.69       8.746 783   109,076   98,254
2018 Annual distribution total $0.75       8.993 893   96,398   83,853
2019 Annual distribution total $0.68       8.297 955   118,025   104,666
2020 Annual distribution total $0.61       6.944 1,120   128,811   135,365
2021 Annual distribution total $0.84       11.377 1,014   187,933   166,205
2022 Annual distribution total $0.953       8.887 1,598   156,203   138,776
2023 Annual distribution total $0.74       8.648 1,413        
12/31/23   $ 8,900     17,401 $ 182,188 $ 160,785

 

1 The purchase price used for annual distribution totals is a weighted average of the distribution reinvestment prices for the year.

2 Values are stated as of December 31 of the year indicated, after reinvestment of distributions, other than for initial purchase.

3 Includes a return of capital.

 

This page is not part of the 2023 Annual Report to Stockholders | 61

 

 

   

 

History Since Inception (unaudited) (continued)

 

HISTORY   AMOUNT INVESTED PURCHASE PRICE 1  SHARES   NAV VALUE2 MARKET VALUE2
Royce Value Trust                  
11/26/86 Initial Purchase $ 10,000 $ 10.000 1,000 $ 9,280 $ 10,000
10/15/87 Distribution $0.30       7.000 42        
12/31/87 Distribution $0.22       7.125 32   8,578   7,250
12/27/88 Distribution $0.51       8.625 63   10,529   9,238
9/22/89 Rights Offering   405   9.000 45        
12/29/89 Distribution $0.52       9.125 67   12,942   11,866
9/24/90 Rights Offering   457   7.375 62        
12/31/90 Distribution $0.32       8.000 52   11,713   11,074
9/23/91 Rights Offering   638   9.375 68        
12/31/91 Distribution $0.61       10.625 82   17,919   15,697
9/25/92 Rights Offering   825   11.000 75        
12/31/92 Distribution $0.90       12.500 114   21,999   20,874
9/27/93 Rights Offering   1,469   13.000 113        
12/31/93 Distribution $1.15       13.000 160   26,603   25,428
10/28/94 Rights Offering   1,103   11.250 98        
12/19/94 Distribution $1.05       11.375 191   27,939   24,905
11/3/95 Rights Offering   1,425   12.500 114        
12/7/95 Distribution $1.29       12.125 253   35,676   31,243
12/6/96 Distribution $1.15       12.250 247   41,213   36,335
1997 Annual distribution total $1.21       15.374 230   52,556   46,814
1998 Annual distribution total $1.54       14.311 347   54,313   47,506
1999 Annual distribution total $1.37       12.616 391   60,653   50,239
2000 Annual distribution total $1.48       13.972 424   70,711   61,648
2001 Annual distribution total $1.49       15.072 437   81,478   73,994
2002 Annual distribution total $1.51       14.903 494   68,770   68,927
1/28/03 Rights Offering   5,600   10.770 520        
2003 Annual distribution total $1.30       14.582 516   106,216   107,339
2004 Annual distribution total $1.55       17.604 568   128,955   139,094
2005 Annual distribution total $1.61       18.739 604   139,808   148,773
2006 Annual distribution total $1.78       19.696 693   167,063   179,945
2007 Annual distribution total $1.85       19.687 787   175,469   165,158
2008 Annual distribution total $1.723       12.307 1,294   95,415   85,435
3/11/09 Distribution $0.323       6.071 537   137,966   115,669
12/2/10 Distribution $0.03       13.850 23   179,730   156,203
2011 Annual distribution total $0.783       13.043 656   161,638   139,866
2012 Annual distribution total $0.80       13.063 714   186,540   162,556
2013 Annual distribution total $2.194       16.647 1,658   250,219   220,474
2014 Annual distribution total $1.82       14.840 1,757   252,175   222,516
2015 Annual distribution total $1.24       12.725 1,565   231,781   201,185
2016 Annual distribution total $1.02       12.334 1,460   293,880   248,425
2017 Annual distribution total $1.16       14.841 1,495   350,840   324,176
2018 Distribution through 6/30/18 $0.59       15.962 748        
2018 Rights Offering   31,289   15.330 2,041        
2018 Distribution after 6/30/18 $0.67       12.706 1,168   329,589   283,259
2019 Annual distribution total $1.10       14.100 1,929   429,986   383,045
2020 Annual distribution total $1.04       11.888 2,357   523,949   456,617
2021 Annual distribution total $1.67       18.124 2,690   628,604   609,918
2022 Annual distribution total $1.323       14.525 2,907   495,104   449,355
2023 Annual distribution total $1.07       13.427 2,784        
12/31/23   $ 53,211     36,672 $ 602,154 $ 533,944

 

1 The purchase price used for annual distribution totals is a weighted average of the distribution reinvestment prices for the year.

2 Values are stated as of December 31 of the year indicated, after reinvestment of distributions, other than for initial purchase.

3 Includes a return of capital.

4 Includes Royce Global Value Trust spin-off of $1.40 per share.

 

62 | This page is not part of the 2023 Annual Report to Stockholders

 

 

   

 

Distribution Reinvestment and Cash Purchase Options

 

Why should I reinvest my distributions?

By reinvesting distributions, a stockholder can maintain an undiluted investment in the Fund. The regular reinvestment of distributions has a significant impact on stockholder returns. In contrast, the stockholder who takes distributions in cash is penalized when shares are issued below net asset value to other stockholders.

 

How does the reinvestment of distributions from the Royce closed-end funds work?

The Funds automatically issue shares in payment of distributions unless you indicate otherwise. The shares are generally issued at the lower of the market price or net asset value on the valuation date.

 

How does this apply to registered stockholders?

If your shares are registered directly with a Fund, your distributions are automatically reinvested unless you have otherwise instructed the Funds’ transfer agent, Computershare, in writing, in which case you will receive your distribution in cash. A registered stockholder also may have the option to receive the distribution in the form of a stock certificate.

 

What if my shares are held by a brokerage firm or a bank?

If your shares are held by a brokerage firm, bank, or other intermediary as the stockholder of record, you should contact your brokerage firm or bank to be certain that it is automatically reinvesting distributions on your behalf. If they are unable to reinvest distributions on your behalf, you should have your shares registered in your name in order to participate.

 

What other features are available for registered stockholders?

The Distribution Reinvestment and Cash Purchase Plans also allow registered stockholders to make optional cash purchases of shares of a Fund’s common stock directly through Computershare on a monthly basis, and to deposit certificates representing your RVT and RMT shares with Computershare for safekeeping. (RGT does not issue shares in certificated form). Plan participants are subject to a $0.75 service fee for each voluntary cash purchase under the Plans. The Funds’ investment adviser absorbed all commissions on optional cash purchases under the Plans through December 31, 2023.

 

How do the Plans work for registered stockholders?

Computershare maintains the accounts for registered stockholders in the Plans and sends written confirmation of all transactions in the account. Shares in the account of each participant will be held by Computershare in non-certificated form in the name of the participant, and each participant will be able to vote those shares at a stockholder meeting or by proxy. A participant may also send stock certificates for RVT and RMT held by them to Computershare to be held in non-certificated form. RGT does not issue shares in certificated form. There is no service fee charged to participants for reinvesting distributions. If a participant elects to sell shares from a Plan account, Computershare will deduct a $2.50 service fee from the sale transaction. The Funds’ investment adviser absorbed all commissions on optional sales under the Plans through December 31, 2023. If a nominee is the registered owner of your shares, the nominee will maintain the accounts on your behalf.

 

How can I get more information on the Plans?

You can call an Investor Services Representative at (800) 221-4268 or you can request a copy of the Plan for your Fund from Computershare. All correspondence (including notifications) should be directed to: [Name of Fund] Distribution Reinvestment and Cash Purchase Plan, c/o Computershare, PO Box 43078, Providence, RI 02940-3078, telephone (800) 426-5523 (from 9:00 A.M. to 5:00 P.M.).

 

This page is not part of the 2023 Annual Report to Stockholders | 63

 

   

 

Directors and Officers

 

All Directors and Officers may be reached c/o The Royce Funds, 745 Fifth Avenue, New York, NY 10151

 

Christopher D. Clark, Director 1, President

Age: 58 | Number of Funds Overseen: 16 | Tenure: Since 2014

Principal Occupation(s) During Past Five Years: Chief Executive Officer (since July 2016), President (since July 2014), Co-Chief Investment Officer (since January 2014), Managing Director of Royce, a Member of the Board of Managers of Royce, having been employed by Royce since May 2007.

 

 

 

Patricia W. Chadwick, Director

Age: 75 | Number of Funds Overseen: 16 | Tenure: Since 2009
Non-Royce Directorships: Director of Voya Mutual Funds

Principal Occupation(s) During Past 5 Years: Consultant and President, Ravengate Partners LLC (since 2000). Formerly Director, Wisconsin Energy Corp. (until 2022).

 

Christopher C. Grisanti, Director 

Age: 62 | Number of Funds Overseen: 16 | Tenure: Since 2017

Non-Royce Directorships: None 

Principal Occupation(s) During Past Five Years: Chief Equity Strategist and Senior Portfolio Manager, MAI Capital Management LLC (investment advisory firm) (since May 2020). Formerly Co-Founder and Chief Executive Officer, Grisanti Capital Management LLC (investment advisory firm) (from 1999 to 2020); Director of Research and Portfolio Manager, Spears Benzak, Salomon & Farrell (from 1994 to 1999); and Senior Associate, Simpson, Thacher & Bartlett (law firm) (from 1988 to 1994).

 

Cecile B. Harper, Director

Age: 60 | Number of Funds Overseen: 16 | Tenure: Since 2020 

Non-Royce Directorships: None

Principal Occupation(s) During Past Five Years: Chief Financial Officer and Chief Operating Officer, College Foundation at the University of Virginia (since October 2019). Formerly Board Member, Pyramid Peak Foundation (January 2012 to 2022); Board Member, Regional One Health Foundation (from June 2013 to September 2019); and Principal, Southeastern Asset Management (from December 1993 to September 2019).

 

Arthur S. Mehlman, Director3

Age: 81 | Number of Funds Overseen: 16 | Tenure: Since 2004 

Non-Royce Directorships: None

Principal Occupation(s) During Past Five Years: Director, University of Maryland Foundation (non-profits). Formerly Director/Trustee, registered investment companies constituting the Legg Mason Funds (from 2002 to June 2021); Director, The League for People with Disabilities, Inc. (from June 2003 to June 2018); Director, Municipal Mortgage & Equity, LLC (from October 2004 to April 2011); Director, University of Maryland College Park Foundation (non-profit) (from 1998 to 2005); Director, Maryland Business Roundtable for Education (from July 1984 to June 2002); and Partner, KPMG LLP (international accounting firm) (from 1972 to 2002)

 

G. Peter O’Brien, Director

Age: 78 | Number of Funds Overseen: 71 | Tenure: Since 2001
Non-Royce Directorships: Director/Trustee of registered investment companies constituting the 55 Legg Mason Funds. 

Principal Occupation(s) During Past Five Years: Trustee Emeritus, Colgate University (since 2005); and Emeritus Board Member, Hill House, Inc. (since 2019). Formerly Director, TICC Capital Corp. (from 2003-2017); Trustee, Colgate University (from 1996 to 2005); President, Hill House, Inc. (from 2001 to 2005); Board Member, Hill House, Inc. (from 1999 to 2019); Director, Bridges School (from 2006 to 2018); and Managing Director/ Equity Capital Markets Group, Merrill Lynch & Co. (from 1971 to 1999).

 

Julia W. Poston, Director2

Age: 63 | Number of Funds Overseen: 16 | Tenure: Since 2023
Non-Royce Directorships: Ohio National Fund, Inc. and The James Advantage Funds 

Principal Occupation(s) During Past Five Years: Director, Member of Nominating/Governance Committee, and Chair of Audit Committee, Al. Neyer Corporation (since 2020); Director, Member of Governance Committee, and Chair of Audit Committee, Master Fluid Solutions (since 2021); Trustee and Chair of Finance/Audit Committee, Cincinnati Museum Center (non-profit) (since 2015); and Director and Founder, Cincinnati Women’s Executive Forum (non-profit) (since 2010). Formerly Senior Client Partner (2002-2020) and Assurance Practice Group Leader for Ohio Valley Region (2014-2019), Ernst & Young, LLP (international accounting and services firm); and Audit Partner, Arthur Andersen LLP (international accounting and services firm) (1982-2002).

 

Michael K. Shields, Director

Age: 64 | Number of Funds Overseen: 16 | Tenure: Since 2015

Non-Royce Directorships: None 

Principal Occupation(s) During Past Five Years: President and Chief Executive Officer, Piedmont Trust Company (privately-owned North Carolina trust company) (since February 2012); Chairman, UNC Charlotte Investment Fund Board (since February 2016); and Chairman, Halftime Carolinas Board (since February 2011). Formerly Owner, Shields Advisors (investment consulting firm) (from April 2010 to June 2012); President and Chief Executive Officer, Eastover Capital Management (2005-2007); President and Chief Executive Officer, Campbell, Cowperthwait (investment subsidiary of U.S. Trust Corporation) (1997-2002); and equity portfolio manager and co-manager of Quality Growth Team, Scudder, Stevens and Clark (1992-1997).

 

 

 

Francis D. Gannon, Vice President

Age: 56 | Tenure: Since 2014 

Principal Occupation(s) During Past Five Years: Co-Chief Investment Officer (since January 2014) and Managing Director of Royce, having been employed by Royce since September 2006.

 

Daniel A. O’Byrne, Vice President

Age: 61 | Tenure: Since 1994 

Principal Occupation(s) During Past Five Years: Principal and Vice President of Royce, having been employed by Royce since October 1986.

 

Peter K. Hoglund, Treasurer

Age: 57 | Tenure: Since 2015 

Principal Occupation(s) During Past Five Years: Chief Financial Officer, Chief Administrative Officer, and Managing Director of Royce, having been employed by Royce since December 2014. Prior to joining Royce, Mr. Hoglund spent more than 20 years with Munder Capital Management in Birmingham, MI, serving as Managing Director and Chief Financial Officer and overseeing all financial aspects of the firm. He began his career at Munder as a portfolio manager.

 

John E. Denneen, Secretary and Chief Legal Officer

Age: 56 | Tenure: 1996-2001 and Since 2002 

Principal Occupation(s) During Past Five Years: General Counsel, Managing Director, and, since June 2015, a Member of the Board of Managers of Royce. Chief Legal and Compliance Officer and Secretary of Royce.

 

John P. Schwartz, Chief Compliance Officer

Age: 52 | Tenure: Since 2022 

Principal Occupation(s) During Past Five Years: Chief Compliance Officer of The Royce Funds (since May 2022) and Associate General Counsel and Compliance Officer of Royce (since March 2013).

 

1Interested Director.

2Became a Director effective as of the close of business on July 12, 2023.

3Retired as Director effective as of the close of business on December 31, 2023.

Directors will hold office until their successors have been duly elected and qualified or until their earlier resignation or removal. The Statement of Additional Information, which contains additional information about the Trust’s directors and officers, is available and can be obtained without charge at www.royceinvest.com or by calling (800) 221-4268.

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Notes to Performance and Other Important Information

 

The thoughts expressed in this Review and Report concerning recent market movements and future prospects for small company stocks are solely the opinion of Royce at December 31, 2023, and, of course, historical market trends are not necessarily indicative of future market movements. Statements regarding the future prospects for particular securities held in the Funds’ portfolios and Royce’s investment intentions with respect to those securities reflect Royce’s opinions as of December 31, 2023 and are subject to change at any time without notice. There can be no assurance that securities mentioned in this Review and Report will be included in any Royce-managed portfolio in the future. Investments in securities of micro-cap, small-cap and/or mid-cap companies may involve considerably more risk than investments in securities of larger-cap companies. All publicly released material information is always disclosed by the Funds on the website at www.royceinvest.com.

 

Sector weightings are determined using the Global Industry Classification Standard (“GICS”). GICS was developed by, and is the exclusive property of, Standard & Poor’s Financial Services LLC (“S&P”) and MSCI Inc. (“MSCI”). GICS is the trademark of S&P and MSCI. “Global Industry Classification Standard (GICS)” and “GICS Direct” are service marks of S&P and MSCI.

 

All indexes referred to are unmanaged and capitalization-weighted. Each index’s returns include net reinvested dividends and/or interest income. Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes and/or Russell ratings or underlying data and no party may rely on any Russell Indexes and/or Russell ratings and/ or underlying data contained in this communication. No further distribution of Russell Data is permitted without Russell’s express written consent. Russell does not promote, sponsor or endorse the content of this communication. The Russell 2000 Index is an index of domestic small-cap stocks. It measures the performance of the 2,000 smallest publicly traded U.S. companies in the Russell 3000 Index. The Russell 2000 Value and Growth Indexes consist of the respective value and growth stocks within the Russell 2000 as determined by Russell Investments. The Russell Microcap Index includes 1,000 of the smallest securities in the small-cap Russell 2000 Index along with the next smallest eligible securities as determined by Russell. The Russell 1000 Index is an index of domestic large-cap stocks. It measures the performance of the 1,000 largest publicly traded U.S. companies in the Russell 3000 Index. Source: MSCI. MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indexes or any securities or financial products. This report is not approved, endorsed, reviewed or produced by MSCI. None of the MSCI data is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. The MSCI ACWI Small Cap Index is an unmanaged, capitalization-weighted index of global small-cap stocks. Index returns include net reinvested dividends and/or interest income. The S&P SmallCap 600 Index is an index of U.S. small-cap stocks selected by Standard & Poor’s based on market size, liquidity, and industry grouping, among other factors. The S&P 500 Index tracks the stock performance of 500 of the largest companies listed on stock exchanges in the U.S. The Nasdaq Composite Index is a market capitalization weighted index of more than 3,700 stocks listed on the Nasdaq stock exchange. The performance of an index does not represent exactly any particular investment, as you cannot invest directly in an index. Index returns used in this Report were based on information supplied to Royce by Russell for the Russell market indexes and by MSCI for the MSCI market indexes. Royce has not independently verified the above described information.

 

The Price-Earnings, or P/E, Ratio is calculated by dividing a company’s share price by its trailing 12-month earnings-per-share (EPS). The Price-to-Book, or P/B, Ratio is calculated by dividing a company’s share price by its book value per share. Beta is a measure of the volatility or risk of an investment compared to the market as a whole. Alpha describes an investment strategy’s ability to beat the market. The Morningstar Style Map uses proprietary scores of a stock’s value and growth characteristics to determine its placement in one of the five categories listed on the horizontal axis. These characteristics are then compared to those of other stocks within the same market capitalization band. Each is scored from zero to 100 for both value and growth attributes. The value score is subtracted from the growth score to determine the overall style score. For the vertical, market cap axis, Morningstar subdivides into size groups. Giant-cap stocks are defined as those that account for the top 40% of the capitalization of each style zone; large-cap stocks represent the next 30%; mid-cap stocks the next 20%; small-cap stocks the next 7%; micro-cap stocks the smallest 3%. For the Morningstar Small Blend Category: © 2024 Morningstar. All Rights Reserved. The information regarding the category in this piece is: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Cyclical and Defensive are defined as follows: Cyclical: Communication Services, Consumer Discretionary, Energy, Financials, Industrials, Information Technology, and Materials. Defensive: Consumer Staples, Health Care, Real Estate, and Utilities. Return on Invested Capital is calculated by dividing a company’s past 12 months of operating income (earnings before interest and taxes) by its average invested capital (total equity, less cash and cash equivalents, plus total debt, minority interest, and preferred stock). The Royce Funds is a service mark of The Royce Funds.

 

Investment Objectives  

The investment objective of each Fund is long-term growth of capital.

 

Investment Policies 

Royce Global Value Trust, Inc. (“RGT”). Under normal circumstances, RGT will invest at least 80% of its net assets in equity securities, such as common stock and preferred stock. RGT generally invests a significant portion of its assets U.S. and non-U.S. small/mid-cap stocks (generally market caps up to $10 billion). Under normal circumstances, at least 40% of RGT’s net assets will be invested in the equity securities of companies headquartered in at least three countries outside the United States. From time to time, a substantial portion of RGT’s assets may be invested in companies located in a single country. Although there are no geographic limits on RGT’s investments, no more than 35% of RGT’s net assets may be invested in the securities of companies headquartered in “developing countries,” also known as emerging markets. Generally, developing countries include every country in the world other than the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore, South Korea, Taiwan, Bermuda, and Western European countries (which include, Austria, Belgium, Denmark, France, Finland, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands, Norway, Portugal, Spain, Sweden, Switzerland and the United Kingdom).

 

Effective May 1, 2024, RGT’s name will change from “Royce Global Value Trust, Inc.” to “Royce Global Trust, Inc.” There will be no changes to RGT’s investment policies or restrictions in connection with such name change.

 

Royce Micro-Cap Trust, Inc. (“RMT”). RMT normally invests at least 80% of its net assets in the equity securities of micro-cap companies. Micro-cap companies are those that have a market

 

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Notes to Performance and Other Important Information (continued)

 

capitalization not greater than that of the largest company in the Russell Microcap® Index at the time of its most recent reconstitution. Royce employs a core approach that combines multiple investment themes and focuses on companies with strong fundamentals and/ or prospects selling at prices that Royce believes do not fully reflect these attributes. RMT may invest up to 25% of its assets in securities of issuers headquartered outside the United States.

 

Royce Value Trust, Inc. (“RVT”). RVT normally invests at least 65% of its assets in the equity securities of small- and micro-cap companies. Such companies are those that have a market capitalization not greater than that of the largest company in the Russell 2000® Index at the time of its most recent reconstitution. Royce employs a core approach that combines multiple investment themes and focuses on companies with high returns on invested capital or those with strong fundamentals and/or prospects trading at what Royce believes are attractive valuations. A portion of the Fund’s assets is managed using a systematic multi-factor selection process that is derived from the investment philosophies used by the Fund’s Portfolio Managers in managing the remainder of the Fund. While this multi-factor process provides guidance, a Portfolio Manager has discretion for which buys and sells are executed. RVT may invest up to 25% of its assets in securities of issuers headquartered outside the United States.

 

Effective May 1, 2024, RVT’s name will change from “Royce Value Trust, Inc.” to “Royce Small-Cap Trust, Inc.” Under its current investment policies, RVT normally invests at least 65% of its assets in the equity securities of small- and micro-cap companies. Such investment policy will be amended as of May 1, 2024 to require RVT to invest, under normal circumstances, at least 80% of the value of its net assets in equity securities of small-cap companies (i.e., those that have a market capitalization not greater than that of the largest company in the Russell 2000® Index at the time of its most recent reconstitution).

 

Primary Risks 

As with any closed-end fund that invests in common stocks, each Fund is subject to market risk—the possibility that common stock prices will decline over short and/or extended periods of time due to overall market, financial, and economic conditions, trends, or events, governmental or central bank actions or interventions, changes in investor sentiment, armed conflicts, economic sanctions and countermeasures in response to sanctions, market disruptions caused by trade disputes or other factors, political developments, major cybersecurity events and acts of terrorism, the global and domestic effects of a pandemic or epidemic, contagion effects on the finance sector and the overall economy from banking industry instability, and other factors that may or may not be directly related to the issuer of a security held by a Fund. Economies and financial markets throughout the world are increasingly interconnected, and economic, financial, or political events in one country or region could have profound impacts on global economies or markets. The COVID-19 pandemic and its subsequent variants, Russia’s invasion of Ukraine, Middle East conflicts, and banking industry instability may adversely affect global economies, markets, industries, and individual companies in ways that cannot necessarily be foreseen. As a result, the value of your investment in a Fund will fluctuate, sometimes sharply and unpredictably, and you could lose money over short and/or long periods of time.

 

Investors wanting to buy or sell shares of a Fund must do so on a stock exchange, as with any publicly traded stock. Shares of closed-end funds frequently trade at a discount to their net asset value. This is in contrast to open-end mutual funds, which sell and redeem their shares at net asset value on a continuous basis.

 

The prices of equity securities of the smaller companies in which the Funds invest are generally more volatile than those of larger-cap securities. In addition, because these securities tend to have significantly lower trading volumes than larger-cap securities, the Funds may have difficulty selling holdings or may only be able to sell holdings at prices substantially lower than what Royce believes they are worth. Therefore, each Fund may involve considerably more risk of loss and its returns may differ significantly from funds investing in larger-cap companies or other asset classes. No assurance can be given that there will be net investment income to distribute and/or that the Funds will achieve their investment goals.

 

Investment in foreign securities involves risks that may not be encountered in U.S. investments, including adverse political, social, economic, or other developments that are unique to a particular region or country. Prices of foreign securities in particular countries or regions may, at times, move in a different direction and/or be more volatile than those of U.S. securities. Each Fund’s investments are usually denominated in or tied to the currencies of the countries in which they are primarily traded. Because the Funds do not intend to hedge their foreign currency exposure, the U.S. dollar value of the Funds’ investments may be harmed by declines in the value of foreign currencies in relation to the U.S. dollar. This may occur even if the value of the investment in the currency’s home country has not declined. These risk factors may affect the prices of foreign securities issued by companies headquartered in developing countries more than those headquartered in developed countries. For example, many developing countries have in the past experienced high rates of inflation or sharply devalued their currencies against the U.S. dollar, thereby causing the value of investments in companies located in those countries to decline. Transaction costs are often higher in developing countries, and there may be delays in settlement procedures. To the extent that a Fund’s investments in the securities of international companies consists of non-U.S. headquartered companies that trade on a U.S. exchange, some or all of the above stated risks of investing in international companies may not apply.

 

Each Fund may, from time to time, invest a significant portion of its assets in companies from a single sector or a limited number of sectors. Such an investment approach may involve considerably more risk to investors than one that is more broadly diversified across economic sectors because it may be more susceptible to corporate, economic, political, regulatory, or market events that adversely affect the relevant sector(s). As of December 31, 2023, RGT invested a significant portion of its assets in companies from the Industrials sector. Industrials sector companies can be significantly affected by general economic trends, commodity prices, legislation, government regulation and spending, import and export controls, worldwide competition, changes in consumer sentiment and spending, and liability for environmental damage, depletion of resources, and mandated expenditures for safety and pollution control.

  

Royce’s estimate of a company’s current worth may prove to be inaccurate, or this estimate may not be recognized by other investors, which could lead to portfolio losses or underperformance relative to similar funds and/or a Fund’s benchmark index(es). Securities in the Funds’ portfolios may not increase as much as the market as a whole and some securities may continue to be undervalued for long periods of time or may never reach what Royce believes are their full market values. Investments in a Fund are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

 

Environmental, Social, and Governance (“ESG”) Investment Considerations and Risks

Royce believes certain material ESG factors have the potential to contribute to a stock’s long-term performance, and therefore Royce may evaluate potential ESG considerations when assessing a company’s financial condition and profitability. This analysis allows Royce’s portfolio managers to determine whether a company’s ESG

 

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Notes to Performance and Other Important Information (continued)

 

profile poses a material financial risk or creates an opportunity for investment. The Funds’ investments in cash and cash equivalents and any securities rehypothecation activities will not be assessed for ESG factors. Evaluation of ESG risk is only one component of Royce’s assessment of potential investments and, as with its consideration of other factors and risks, may not be a determinative factor in any decision to purchase, sell, or hold a security. In addition, where ESG factors are considered, the weight given to ESG factors may vary between Funds and across different types of investments, sectors, industries, regions, and issuers; and ESG factors and weights considered may change over time. Royce may not assess every investment for ESG factors and, when it does, not every ESG factor may be identified or evaluated. Royce’s assessment of a company’s ESG factors is subjective and may differ from that of institutional investors, third-party service providers (e.g., ratings providers), and/ or other funds, and may be dependent on the availability of timely, complete, and accurate ESG data reports from issuers and/ or third-party research providers, the timeliness, completeness, and accuracy of which is outside of Royce’s control. ESG factors are often not uniformly measured or defined, which could impact Royce’s ability to evaluate a company. While Royce views certain ESG factors as having the potential to contribute to a stock’s long-term performance, there is no guarantee that such results will be achieved.

 

Forward-Looking Statements 

This material contains forward-looking statements within the meaning of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that involve risks and uncertainties, including, among others, statements as to:

the Funds’ future operating results

the prospects of the Funds’ portfolio companies

the impact of investments that the Funds have made or may make

the dependence of the Funds’ future success on the general economy and its impact on the companies and industries in which the Funds invest, and

the ability of the Funds’ portfolio companies to achieve their objectives.

 

This Review and Report uses words such as “anticipates,” “believes,” “expects,” “future,” “intends,” and similar expressions to identify forward-looking statements. Actual results may differ materially from those projected in the forward-looking statements for any reason.

 

The Royce Funds have based the forward-looking statements included in this Review and Report on information available to us on the date of the report, and we assume no obligation to update any such forward-looking statements. Although The Royce Funds undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make through future stockholder communications or reports.

 

Authorized Share Transactions

Royce Global Value Trust, Royce Micro-Cap Trust, and Royce Value Trust may each repurchase up to 5% of the issued and outstanding shares of its respective common stock during the year ending December 31, 2023. Any such repurchases would take place at then prevailing prices in the open market or in other transactions. Common stock repurchases would be effected at a price per share that is less than the share’s then current net asset value.

 

Royce Global Value Trust, Royce Micro-Cap Trust, and Royce Value Trust are also authorized to offer their common stockholders an opportunity to subscribe for additional shares of their common stock through rights offerings at a price per share that may be less than the share’s then current net asset value. The timing and terms of any such offerings are within each Board’s discretion.

 

Annual Certifications

As required, the Funds have submitted to the New York Stock Exchange (“NYSE”) for the annual certification of the Funds’ Chief Executive Officer that he is not aware of any violation of the NYSE’s listing standards. The Funds also have included the certification of the Funds’ Chief Executive Officer and Chief Financial Officer required by section 302 of the Sarbanes-Oxley Act of 2002 as exhibits to the Funds’ form N-CSR for the period ended December 31, 2022, filed with the Securities and Exchange Commission.

 

Proxy Voting

A copy of the policies and procedures that The Royce Funds use to determine how to vote proxies relating to portfolio securities and information regarding how each of The Royce Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available, without charge, on The Royce Funds’ website at www.royceinvest.com, by calling (800) 221-4268 (toll-free) and on the website of the Securities and Exchange Commission (“SEC”), at www.sec.gov.

 

Disclosure of Portfolio Holdings

The Funds’ complete portfolio holdings are also available on Exhibit F to Form N-PORT, which filings are made with the SEC within 60 days of the end of the first and third fiscal quarters. The Funds’ Form N-PORT filings are available on the SEC’s website at http://www.sec.gov.

 

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Results of Stockholders Meetings

 

Royce Value Trust, Inc.

At the 2023 Annual Meeting of Stockholders held on September 25, 2023, the Fund’s stockholders elected two Directors, consisting of:

 

  VOTES FOR VOTES WITHHELD
Christopher D. Clark 91,671,340 1,734,117
Christopher C. Grisanti 91,202,349 2,203,109

 

Royce Micro-Cap Trust, Inc.

At the 2023 Annual Meeting of Stockholders held on September 25, 2023, the Fund’s stockholders elected two Directors, consisting of:

 

  VOTES FOR VOTES WITHHELD
Christopher D. Clark 37,166,779 1,576,094
Christopher C. Grisanti 36,848,834 1,894,039

 

Royce Global Value Trust, Inc.

At the 2023 Annual Meeting of Stockholders held on September 25, 2023, the Fund’s stockholders elected two Directors, consisting of:

 

  VOTES FOR VOTES WITHHELD
Christopher D. Clark 4,934,973 382,243
Christopher C. Grisanti 4,925,753 391,463

 

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About Royce Investment Partners

Unparalleled Knowledge + Experience

Pioneers in small-cap investing, with 50+ years
of experience, depth of knowledge, and focus.


Independent Thinking

The confidence to go against consensus, the insight
to uncover opportunities others might miss, and the
tenacity to stay the course through market cycles.

Specialized Approaches

U.S., international, and global investment strategies
that pursue approaches with different risk profiles.


Unwavering Commitment

Our team of 17 portfolio managers has significant
personal investments in the strategies they manage.

Contact Us

GENERAL INFORMATION

General Royce Funds information including an
overview of our firm and Funds

(800) 221-4268

 

COMPUTERSHARE 

Transfer Agent and Registrar 

Speak with a representative about:

Your account, transactions, and forms

(800) 426-5523

 

FINANCIAL ADVISORS AND BROKER-DEALERS 

Speak with your regional Royce contact regarding:

Information about our firm, strategies, and Funds
Fund Materials

(800) 337-6923



CE-REP-1223

 

 

 

Item 2. Code(s) of Ethics. As of the end of the period covered by this report, the Registrant had adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. During the period covered by this report, the Registrant did not: (i) amend any provision of its code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions or (ii) grant any waiver, including an implicit waiver, from a provision of such code of ethics to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

 

Item 3.Audit Committee Financial Expert.

 

(a)(1)The Board of Directors of the Registrant has determined that it has an audit committee financial expert serving on its audit committee.

 

(a)(2)Arthur S. Mehlman,1 Patricia W. Chadwick, and Julia W. Poston2 were designated by the Board of Trustees as the Registrant’s Audit Committee Financial Experts, effective April 15, 2004, April 8, 2010, and July 13, 2023, respectively. Mr. Mehlman, Ms. Chadwick, and Ms. Poston are “independent” as defined in Section 2(a)(19) of the Investment Company Act of 1940 (the “1940 Act”).

 

Item 4.Principal Accountant Fees and Services.

 

(a)Audit Fees:

Year ended December 31, 2023 - $24,113

Year ended December 31, 2022 - $22,748

 

(b)Audit-Related Fees:

Year ended December 31, 2023 - $0

Year ended December 31, 2022 - $0

 

(c)Tax Fees:

Year ended December 31, 2023 - $10,863 - Preparation of tax returns

Year ended December 31, 2022 - $10,248 - Preparation of tax returns

 

(d)All Other Fees:

Year ended December 31, 2023 - $0

Year ended December 31, 2022 - $0

 

(e)(1)Annual Pre-Approval: On an annual basis, the Registrant’s independent auditor submits to the Audit Committee a schedule of proposed audit, audit-related, tax and other non-audit services to be rendered to the Registrant and/or its investment adviser and its affiliates for the following year that require pre-approval by the Audit Committee. This schedule provides a description of each type of service that is expected to require pre-approval and the maximum fees that can be paid for each such service without further Audit Committee approval. The Audit Committee then reviews and determines whether to approve the types of scheduled services and the projected fees associated with them. Any subsequent revision to already pre-approved services or fees are presented for consideration at the next regularly scheduled Audit Committee meeting, as needed.

 

If subsequent to the annual pre-approval of services and fees by the Audit Committee, the Registrant and/or its investment adviser and its affiliates determines that it would like to engage the Registrant’s independent auditor to perform a service not already pre-approved, the request is to be submitted to the Registrant’s Chief Financial Officer, and if he or she determines that the service fits within the independence guidelines (i.e., it is not a prohibited service), he or she will then arrange for a discussion of the proposed service and fee to be included on the agenda for the next regularly scheduled Audit Committee meeting so that pre-approval can be considered.

 

 

1 Retired as Director effective as of the close of business December 31, 2023.

2 Became a Director effective as of the close of business on July 12, 2023.

 

 

 

Interim Pre-Approval: If, in the judgment of the Registrant’s Chief Financial Officer, a proposed engagement needs to commence before the next regularly scheduled Audit Committee meeting, he or she shall submit a written summary of the proposed engagement to all members of the Audit Committee, outlining the services, the estimated maximum cost, the category of the services (e.g., audit, audit-related, tax or other) and the rationale for engaging the Registrant’s independent auditor to perform the services. To the extent the proposed engagement involves audit, audit-related or tax services, any individual member of the Audit Committee who is an independent Board member is authorized to pre-approve the engagement. To the extent the proposed engagement involves non-audit services other than audit-related or tax, only the Chairman of the Audit Committee is authorized to pre-approve the engagement. The Registrant’s Chief Financial Officer will arrange for this interim review and coordinate with the appropriate member(s) of the Audit Committee. The Registrant’s independent auditor may not commence the engagement under consideration until the Registrant’s Chief Financial Officer has informed the auditor in writing that the required pre-approval has been obtained from an individual member of the Audit Committee who is an independent Board member or the Chairman of the Audit Committee, as applicable. Each member of the Audit Committee who pre-approves any engagements in between regularly scheduled Audit Committee meetings is to report, for informational purposes only, any pre-approval decisions to the Audit Committee at its next regularly scheduled meeting.

 

(e)(2)Not Applicable

 

(f)Not Applicable

 

(g)Year ended December 31, 2023 - $10,863

Year ended December 31, 2022 - $10,248

 

(h)No such services were rendered during 2023 or 2022.

 

Item 5. Audit Committee of Listed Registrants. The Registrant has a separately designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934 (the “Exchange Act”). Patricia W. Chadwick, Christopher C. Grisanti, Cecile B. Harper, Arthur S. Mehlman, G. Peter O’Brien, and Michael K. Shields are members of the Registrant’s audit committee.

 

Item 6. Investments.

 

(a)See Item 1.

 

(b)Not applicable.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Royce & Associates, LP (“Royce”) has adopted written proxy voting policies and procedures (the “Proxy Voting Procedures”) for itself and client accounts for which Royce is responsible for voting proxies, including the Registrant. Royce is generally granted proxy voting authority at the inception of its management of each client account. Proxy voting authority is generally either (i) specifically authorized in the applicable investment management agreement or other instrument; or (ii) where not specifically authorized, is granted to Royce where general investment discretion is given to Royce in the applicable investment management agreement. In voting proxies, Royce is guided by general fiduciary principles. Royce’s goal is to act prudently, solely in the best interest of the beneficial owners of the accounts it manages. Royce attempts to consider all factors of its vote that could affect the value of the investment and will vote proxies in the manner it believes will be consistent with efforts to enhance and/or protect stockholder value. When a client has authorized Royce to vote proxies on its behalf, Royce will generally not accept instructions from the client regarding how to vote proxies.

 

Royce’s personnel are responsible for monitoring receipt of all proxies and seeking to ensure that proxies are received for all securities for which Royce has proxy voting authority. Royce is not responsible for voting proxies it does not receive. Royce divides proxies into “regularly recurring” and “non-regularly recurring” matters. Examples of regularly recurring matters include non-contested elections of directors and non-contested approvals of independent auditors. Royce’s personnel are responsible for developing and maintaining a list of matters Royce treats as “regularly recurring” and for ensuring that instructions from a Royce Co-Chief Investment Officer are followed when voting those matters on behalf of Royce clients. Non-regularly recurring matters are all other proxy matters and are brought to the attention of the relevant portfolio manager(s) for the applicable account(s). After giving consideration to advisories provided by an independent third-party research firm with respect to such non-regularly recurring matters, the portfolio manager(s) directs that such matters be voted in a way that he or she believes should better protect or enhance the value of the investment. Certain Royce portfolio managers may provide instructions that they do not want regularly recurring matters to be voted in accordance with the standing instructions for their accounts and individual voting instructions on all matters, both regularly recurring and non-regularly recurring, will be obtained from such portfolio managers.

 

 

 

Notwithstanding the above, all matters identified by an independent third-party research firm as being “ESG” proposals are brought to the attention of the portfolio manager(s) for the account(s) involved by Royce personnel. After giving consideration to the recommendation from the independent third-party research firm, the portfolio manager will direct that such matters be voted in a way he or she believes appropriately takes into account environmental and social issues alongside traditional financial measures to provide a more comprehensive view of the value, risk, and return potential of an investment. When Royce portfolio managers cast votes on “ESG” proposals, they take into account the risk that companies may face significant financial, legal, and reputational risks resulting from poor environmental and social practices, or negligent oversight of environmental or social issues.

 

Under certain circumstances, Royce may also vote against a proposal from the issuer’s board of directors or management. Royce’s portfolio managers decide these issues on a case-by-case basis. These would include, among others, excessive compensation, unusual management stock options, preferential voting, and poison pills. Royce’s portfolio managers decide these issues on a case-by-case basis. In addition, a Royce portfolio manager may, on occasion, decide to abstain from voting a proxy or a specific proxy item when such person concludes that the potential benefit of voting is outweighed by the cost or when it is not in the client’s best interest to vote. From time to time, it is also possible that one Royce portfolio manager will decide: (i) to vote shares held in client accounts he or she manages differently from the vote of another Royce portfolio manager whose client accounts hold the same security or (ii) to abstain from voting on behalf of client accounts he or she manages when another Royce portfolio manager is casting votes on behalf of other Royce client accounts.

 

There may be circumstances where Royce may not be able to vote proxies in a timely manner, including, but not limited to, (i) when certain securities are out on loan at the time of a record date; (ii) when administrative or operational constraints impede Royce’s ability to cast a timely vote, such as late receipt of proxy voting information; and/or (iii) when systems, administrative or processing errors occur (including errors by Royce or third-party vendors).

 

To further Royce’s goal to vote proxies in the best interests of its client, Royce follows specific procedures outlined in the Proxy Voting Procedures to identify, assess and address material conflicts that may arise between Royce’s interests and those of its clients before voting proxies on behalf of such clients. In the event such a material conflict of interest is identified, the proxy will be voted by Royce in accordance with the recommendation given by an independent third-party research firm.

 

You may obtain a copy of the Proxy Voting Procedures at www.roycefunds.com or by calling 212-508-4500. Additionally, you can obtain information on how your securities were voted by calling 212-508-4500.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

 

(a)(1) Portfolio Managers of Closed-End Management Investment Companies (information as of December 31, 2023).

 

Name Title Length of Service Principal Occupation(s) During Past 5 Years
Charles M. Royce Portfolio Manager Since October 2013 Chairman of the Board of Managers of Royce, Member of the boards of directors/trustees of the Registrant, Royce Micro-Cap Trust, Inc. (“RMT”), Royce Value Trust, Inc. (“RVT”), The Royce Fund, and Royce Capital Fund (collectively, “The Royce Funds”).

 

 

 

(a)(2) Other Accounts Managed by Portfolio Manager and Potential Conflicts of Interest (information as of December 31, 2023).

 

Other Accounts

Name of Portfolio
Manager
Type of Account Number of Accounts
Managed

Total

Assets
Managed

Number of Accounts

Managed for which

Advisory Fee is

Performance-Based

Value of Managed

Accounts for which

Advisory Fee is

Performance
Based

Charles M. Royce          
  Registered investment companies 8 $6,881,012,687 2 $2,384,471,742
  Private pooled investment vehicles 5

$117,611,661

  Other accounts* 13 $65,302,029

*Other accounts include all other accounts managed by the Portfolio Manager in either a professional or personal capacity except for personal accounts subject to pre-approval and reporting requirements under the Registrant’s Rule 17j-1 Code of Ethics.

 

Conflicts of Interest

 

The fact that a Portfolio Manager has day-to-day management responsibility for more than one client account may create actual, potential or only apparent conflicts of interest. For example, the Portfolio Manager may have an opportunity to purchase securities of limited availability. In this circumstance, the Portfolio Manager is expected to review each account’s investment guidelines, restrictions, tax considerations, cash balances, liquidity needs and other factors to determine the suitability of the investment for each account and to ensure that his or her managed accounts are treated equitably.

 

The Portfolio Manager may also decide to purchase or sell the same security for multiple managed accounts at approximately the same time. To address any conflicts that this situation may create, the Portfolio Manager will generally combine managed account orders (i.e., enter a “bunched” order) in an effort to obtain best execution or a more favorable commission rate. In addition, if orders to buy or sell a security for multiple accounts managed by common Portfolio Managers on the same day are executed at different prices or commission rates, the transactions will generally be allocated by Royce to each of such managed accounts at the weighted average execution price and commission. In circumstances where a pre-allocated bunched order is not completely filled, each account will normally receive a pro-rated portion of the securities based upon the account’s level of participation in the order, subject to Royce’s minimum ticket size requirements. Royce may, under certain circumstances, allocate securities in a manner other than pro-rata if it determines that the allocation is fair and equitable under the circumstances and does not discriminate against any account. In addition, on a limited, infrequent basis, and in accordance with written procedures, Royce may change initial allocations from one Royce client account to another Royce client account prior to the booking of the trade on the day after trade date when: (i) it is determined that a security is unsuitable or inappropriate for a particular Royce client account in the original allocation; (ii) there is insufficient cash in a Royce client account to which a security is initially allocated; (iii) there is a client-imposed restriction on the purchase of the security being allocated; or (iv) the Portfolio Manager has decided to change the initial allocation for some other reason.

 

As described below, there is a revenue-based component of each Portfolio Manager’s Performance-Related Variable Compensation, and the Portfolio Managers also receive Firm-Related Variable Compensation based on revenues (adjusted for certain imputed expenses) generated by Royce. In addition, Charles M. Royce receives variable compensation based on Royce’s retained pre-tax profits from operations. As a result, the Portfolio Manager may receive a greater relative benefit from activities that increase the value to Royce of The Royce Funds and/or other Royce client accounts, including, but not limited to, increases in sales of Registrant’s shares and assets under management.

 

 

 

Also, as described above, the Portfolio Managers generally manage more than one client account, including, among others, registered investment company accounts, separate accounts and private pooled accounts managed on behalf of institutions (e.g., pension funds, endowments and foundations) and for high-net-worth individuals. The appearance of a conflict of interest may arise where Royce has an incentive, such as a performance-based management fee (or any other variation in the level of fees payable by the Registrant or other Royce client accounts to Royce), which relates to the management of one or more of The Royce Funds or accounts with respect to which the same Portfolio Manager has day-to-day management responsibilities. Except as described below, no Royce Portfolio Manager’s compensation is tied to performance fees earned by Royce for the management of any one client account. Although variable and other compensation derived from Royce revenues or profits is impacted to some extent, the impact is relatively minor given the small percentage of Royce firm assets under management for which Royce receives performance-measured revenue. Notwithstanding the above, the Performance-Related Variable Compensation paid to Charles M. Royce, as Portfolio Manager of two registered investment company accounts (RVT and RMT), is based, in part, on performance-based fee revenues. RVT and RMT pay Royce a fulcrum fee that is adjusted up or down depending on the performance of the Fund relative to its benchmark index.

 

Finally, conflicts of interest may arise when a Portfolio Manager personally buys, holds or sells securities held or to be purchased or sold for the Registrant or other Royce client account or personally buys, holds or sells the shares of one or more of The Royce Funds. To address this, Royce has adopted a written Code of Ethics designed to prevent and detect personal trading activities that may interfere or conflict with client interests (including Registrant’s stockholders’ interests). Royce generally does not permit its Portfolio Managers to purchase small- or micro-cap securities for their personal investment portfolios.

 

Royce and The Royce Funds have adopted certain compliance procedures which are designed to address the above-described types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 

(a)(3) Description of Portfolio Manager Compensation Structure (information as of December 31, 2023)

 

Royce seeks to maintain a compensation program that is competitively positioned to attract and retain high-caliber investment professionals. All Portfolio Managers receive from Royce a base salary, Portfolio-Related Variable Compensation (generally the largest element of each Portfolio Manager’s compensation with the exception of Charles M. Royce), Firm-Related Variable Compensation based primarily on registered investment company and other client account revenues generated by Royce and a benefits package. Portfolio Manager compensation is reviewed and may be modified from time to time as appropriate to reflect changes in the market, as well as to adjust the factors used to determine variable compensation. Except as described below, each Portfolio Manager’s compensation consists of the following elements:

 

-BASE SALARY. Each Portfolio Manager is paid a base salary. In setting the base salary, Royce seeks to be competitive in light of the particular Portfolio Manager’s experience and responsibilities.

 

-PORTFOLIO-RELATED VARIABLE COMPENSATION. Each Portfolio Manager receives quarterly Portfolio-Related Variable Compensation that is either asset-based, or revenue-based and therefore in part based on the value of the net assets of the account for which he or she is being compensated, determined with reference to each of the registered investment company and other client accounts they are managing. The revenue used to determine the quarterly Portfolio-Related Variable Compensation received by Charles M. Royce that relates to each of RMT and RVT is performance-based fee revenue.

 

Payment of the Portfolio-Related Variable Compensation may be deferred, and any amounts deferred are forfeitable, if the Portfolio Manager is terminated by Royce with or without cause or resigns. The amount of the deferred Portfolio-Related Variable Compensation will appreciate or depreciate during the deferral period, based on the total return performance of one or more Royce-managed registered investment company accounts selected by the Portfolio Manager at the beginning of the deferral period. The amount deferred will depend on the Portfolio Manager’s total direct, indirect beneficial and deferred unvested investments in the Royce registered investment company accounts for which he or she is receiving portfolio management compensation.

 

-FIRM-RELATED VARIABLE COMPENSATION. Portfolio Managers receive quarterly variable compensation based on Royce’s net revenues.

 

-BENEFIT PACKAGE. Portfolio Managers also receive benefits standard for all Royce employees, including health care and other insurance benefits, and participation in Royce’s 401(k) Plan and Money Purchase Pension Plan. Each Royce employee, including each Portfolio Manager, is also eligible to purchase shares of Franklin Resources, Inc. at a 15% discount to its closing price on certain dates in accordance with the terms and conditions of the Franklin Templeton Employee Stock Investment Plan.

 

 

 

(a)(4) Dollar Range of Equity Securities in Registrant Beneficially Owned by Portfolio Manager (information as of December 31, 2023).

 

The following table shows the dollar range of the Registrant’s shares owned beneficially and of record by the Portfolio Managers, including investments by his immediate family members sharing the same household and amounts invested through retirement and deferred compensation plans.

 

Portfolio Manager Dollar Range of Registrant’s Shares Beneficially Owned
Charles M. Royce (Portfolio Manager) Over $1,000,000

 

(b) Not Applicable

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not Applicable

 

Item 10. Submission of Matters to a Vote of Security Holders. Not Applicable.

 

Item 11. Controls and Procedures.

 

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

 

(b) Internal Control over Financial Reporting. There were no significant changes in Registrant’s internal control over financial reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses during the period covered by this report.

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. The Fund is party to a revolving credit agreement (the “Credit Agreement”) with BNP Paribas Prime Brokerage International Limited (“BNPPI”). The Credit Agreement permits, subject to certain conditions, BNPPI to rehypothecate portfolio securities pledged by the Fund up to the amount of the loan balance outstanding. The Fund receives a portion of the fees earned by BNPPI in connection with the rehypothecation of portfolio securities. For more information, see “Borrowings” in the Notes to the Fund’s Financial Statements.

 

Item 13. Exhibits. Attached hereto.

 

(a)(1) The Registrant’s code of ethics pursuant to Item 2 of Form N-CSR.

 

(a)(2) Separate certifications by the Registrant’s Principal Executive Officer and Principal Financial Officer as required by Rule 30a-2(a) under the 1940 Act.

 

(a)(3) Not Applicable

 

(b) Separate certifications by the Registrant’s Principal Executive Officer and Principal Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the 1940 Act.

 

[Signature page to follow.]

 

 

 

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

 

ROYCE GLOBAL VALUE TRUST, INC.

 

BY: /s/Christopher D. Clark  
Christopher D. Clark
President

 

Date: February 24, 2024

 

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

 

ROYCE GLOBAL VALUE TRUST, INC.   ROYCE GLOBAL VALUE TRUST, INC.  
           
BY: /s/Christopher D. Clark   BY: /s/Peter K. Hoglund  
Christopher D. Clark   Peter K. Hoglund  
President   Treasurer  
       
Date: February 24, 2024   Date: February 24, 2024  

 

 

EXHIBITS

 

Item 12(a)(1):

 

  September 2003, as revised December 31, 2023

 

CODE OF ETHICS

 

FOR COVERED OFFICERS OF THE ROYCE FUNDS

 

The Boards of Directors/Trustees of The Royce Fund, Royce Capital Fund, Royce Value Trust, Inc., Royce Micro-Cap Trust, Inc., and Royce Global Value Trust, Inc. (each, a “Fund” and collectively, “The Royce Funds”) have adopted the following Code of Ethics (the “Code”) applicable to its President, Chief Financial Officer, Manager of Fund Accounting, and any other person deemed to perform similar functions (“Covered Officers”) of The Royce Funds to ensure the continuing integrity of financial reporting and transactions. The names of the Covered Officers covered by the Code are listed on Schedule A hereto.

 

I.Separate Code

 

This Code is the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act of 2002. The Funds’ and Royce Investment Partners (“Royce”), the investment adviser to The Royce Funds, code of ethics under Rule 17j-1 under the Investment Company Act of 1940 (the “Investment Company Act”) are separate requirements applying to the Covered Officers and others, and are not part of this Code. In addition to this Code, the Investment Company Act, and the Investment Advisers Act of 1940 (the “Advisers Act”) and rules promulgated thereunder contain numerous specific provisions designed to protect the Funds from conflicts of interest and overreaching. Any conduct by Covered Officers required by specific Investment Company Act or Advisers Act provisions or the rules thereunder is presumed to be in compliance with this Code. Each Covered Officer is accountable for his or her adherence to this Code. Any violation of this Code by a Covered Officer may result in disciplinary action, including immediate dismissal.

 

II.Requirements

 

All Covered Officers must:

 

1.Engage in and promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

 

2.Act responsibly in producing and produce, full, fair, accurate, timely and understandable disclosure in reports and documents that the Funds file with, or submit to, the Securities and Exchange Commission (the “SEC”) and in other public communications made by each of the Funds;

 

3.Comply with applicable governmental laws, rules and regulations;

 

4.Promptly report suspected material violations of this Code, including violations of securities laws or other laws, rules and regulations applicable to a Fund, to Royce’s General Counsel and the Fund’s Audit Committee.

 

 

 

 

Each Covered Officer must act with integrity, including being honest and candid while still maintaining the confidentiality of information where required by law, and place the interests of The Royce Funds before the Covered Officer’s own personal interests.

 

Each Covered Officer is required to familiarize himself or herself with the disclosure requirements applicable to each of the Funds and must not knowingly misrepresent or fail to disclose, or cause others to misrepresent or fail to disclose, material facts about a Fund to others, including but not limited to officers of and counsel to The Royce Funds, and their respective independent directors, independent auditors and governmental regulators.

 

III.Avoidance of Conflicts

 

The overarching principle of this Code is that the personal interests of a Covered Officer should not be placed improperly before the interests of The Royce Funds. As a result, each Covered Officer must: (i) handle any actual or apparent conflict of interest in an ethical manner, (ii) not use his or her personal influence or personal relationships to influence investment decisions or financial reporting by a Fund whereby the Covered Officer would benefit personally (directly or indirectly) to the detriment of the Fund; (iii) not cause a Fund to take action, or fail to take action, for the personal benefit of the Covered Officer rather than the benefit of such Fund; and

 

(iv) not use for his or her personal benefit (directly or indirectly) any material non-public knowledge pertaining to a Fund.

 

Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between The Royce Funds and Royce, of which the Covered Officers are also officers and/or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for a Fund or for Royce, or for both), be involved in establishing policies and implementing decisions that will have different effects on Royce and the Fund. The participation of the Covered Officers in such activities is inherent in the contractual relationship between each of The Royce Funds and Royce and is consistent with the performance by the Covered Officers of their duties as officers and/or employees of The Royce Funds. Thus, if performed in conformity with the provisions of the Investment Company Act and the Advisers Act, such activities will be deemed to have been handled ethically.

 

The following conflict of interest situations must be disclosed by a Covered Officer to, and pre-approved in writing by, the General Counsel if material. Examples of these include:

 

service as a director on the board of any public company;

any ownership interest in, or any consulting or employment relationship with, any of The Royce Funds’ service providers, other than its investment adviser, principal underwriter, administrator or any affiliated person thereof; or

a direct or indirect financial interest in commissions, transaction charges or spreads paid by any Fund for effecting portfolio transactions.

 

IV.Materiality

 

In the event a Covered Officer has any doubt as to (i) whether a suspected violation of this Code would be considered material, (ii) whether information relating to a Fund is of a material nature and therefore subject to public disclosure, (iii) whether non-public knowledge pertaining to a Fund is material in nature, or (iv) whether a particular conflict of interest is material, he or she should seek the advice of Royce’s General Counsel.

 

 

 

 

V.Compliance and Annual Acknowledgment

 

Each Covered Officer is required: (i) upon receipt of the Code, to sign and submit to Royce’s General Counsel an acknowledgment stating that he or she has received, read and understands the Code; (ii) annually thereafter to submit a statement to Royce’s General Counsel confirming that he or she has received, read and understands the Code and has complied with the requirements of the Code; (iii) not to retaliate against any employee subordinate to the Covered Officer for reports of potential violations that are made in good faith; and (iv) to notify Royce’s General Counsel, as appropriate, if the Covered Officer observes any irregularities or violations of this Code.

 

VI.Enforcement of the Code

 

The Royce Funds will adhere to the following procedures when investigating and enforcing this Code: (i) Royce’s General Counsel will take all appropriate action to investigate any potential violations reported to him or her; (ii) if Royce’s General Counsel determines that a violation has occurred, he or she will take all appropriate disciplinary or preventive action and inform the Fund’s Board of Directors/Trustees of his or her decision; (iii) all changes to or waivers of this Code will, to the extent required, be disclosed on Form N-CSR or otherwise as required by SEC rules; and (iv) any waiver sought by the President of The Royce Funds will be considered by The Royce Funds’ Audit Committees prior to approval of the waiver.

 

VII.Amendments

 

Except with respect to Schedule A hereto, which may be updated at any time, this Code may be amended only by the Board of Directors/Trustees of each Fund at a meeting of such Board duly called for that purpose.

 

VIII.Confidentiality

 

All reports and records prepared or maintained pursuant to this Code will be considered confidential and will be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the appropriate Board and its counsel and Royce and its affiliated persons.

 

IX.Internal Use

 

The Code is intended solely for internal use by The Royce Funds and does not constitute the admission, by or on behalf of any Fund, as to any fact, circumstances or legal conclusion.

 

Date: September 17, 2003, as revised December 31, 2023

 

 

 

 

SCHEDULE A

 

Christopher D. Clark

 

Peter Hoglund

 

Mary Macchia

 

Melissa Mendelson

 

 

Item 12(a)(2):

 

 

CERTIFICATIONS

 

I, Christopher D. Clark, certify that:

 

1. I have reviewed this report on Form N-CSR of Royce Global Value Trust, Inc.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: February 24, 2024

 

  /s/Christopher D. Clark  
  Christopher D. Clark  
  President  

 

 

 

 

Item 12(a)(2):

 

 

CERTIFICATIONS

 

I, Peter K. Hoglund, certify that:

 

1. I have reviewed this report on Form N-CSR of Royce Global Value Trust, Inc.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: February 24, 2024

 

  /s/Peter K. Hoglund  
  Peter K. Hoglund  
  Treasurer  

 

 

Item 12(b):

 

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

Name of Issuer: ROYCE GLOBAL VALUE TRUST, INC.

 

In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, that:

 

1. The Report fully complies with the requirements of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all materials respects, the financial condition and results of operations of the issuer.

 

Date: February 24, 2024

 

  /s/Christopher D. Clark  
  Christopher D. Clark  
  President  

 

 

 

 

Item 12(b):

 

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

Name of Issuer: ROYCE GLOBAL VALUE TRUST, INC.

 

In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, that:

 

1. The Report fully complies with the requirements of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all materials respects, the financial condition and results of operations of the issuer.

 

Date: February 24, 2024

 

  /s/Peter K. Hoglund  
  Peter K. Hoglund  
  Treasurer  

 


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