SEC Notice: The RBB Fund Trust and M.D. Sass, LLC Application

FR: Securities and Exchange Commission

Published March 19th, 2026

Detected March 19th, 2026

Summary

The SEC has issued a notice regarding an application from The RBB Fund Trust and M.D. Sass, LLC. The application seeks an exemption from certain disclosure requirements and shareholder approval for subadvisory agreements. Interested parties can request a hearing by April 13, 2026.

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What changed

The Securities and Exchange Commission (SEC) has published a notice concerning an application filed by The RBB Fund Trust and M.D. Sass, LLC. The applicants are seeking an exemption under section 6(c) of the Investment Company Act of 1940. Specifically, they request relief from Section 15(a) of the Act, which typically requires shareholder approval for entering into and materially amending subadvisory agreements. They also seek exemption from certain disclosure requirements related to fees paid to subadvisers, as outlined in rule 20a-1 under the Act, Item 19(a)(3) of Form N-1A, and other related disclosure rules.

Regulated entities, particularly fund managers and financial advisers involved with The RBB Fund Trust or similar structures, should review the application and its implications for subadvisory agreements and fee disclosures. Interested parties have until April 13, 2026, to request a hearing on the application by submitting a request to the SEC's Secretary. Failure to request a hearing may result in the Commission granting the requested relief without further notice. This action could streamline the process for entering into and amending subadvisory agreements and alter fee disclosure practices for affected funds.

What to do next

Review the application for The RBB Fund Trust and M.D. Sass, LLC.
Submit a hearing request to the SEC Secretary by April 13, 2026, if necessary.
Assess potential impacts on subadvisory agreements and fee disclosures.

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Notice

The RBB Fund Trust and M.D. Sass, LLC

A Notice by the Securities and Exchange Commission on 03/19/2026

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Public Inspection Published Document: 2026-05434 (91 FR 13378) Document Headings ###### Securities and Exchange Commission

[Investment Company Act Release No. 36021; 812-15978] March 17, 2026. # AGENCY:

Securities and Exchange Commission (“Commission” or “SEC”).

ACTION:

Notice.

Notice of an application under section 6(c) of the Investment Company Act of 1940 (“Act”) for an exemption from Section 15(a) of the Act, as well as from certain disclosure requirements in rule 20a-1 under the Act, Item 19(a)(3) of Form N-1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) and 22(c)(9) of Schedule 14A under the Securities Exchange Act of 1934, and sections 6-07(2)(a), (b), and (c) of Regulation S-X (“Disclosure Requirements”).

Summary of Application:

The requested exemption would permit Applicants to enter into and materially amend subadvisory agreements with subadvisers without shareholder approval and would grant relief from the Disclosure Requirements as they relate to fees paid to the subadvisers.

Applicants:

The RBB Fund Trust and M.D. Sass, LLC.

Filing Dates:

The application was filed on January 27, 2026.

Hearing or Notification of Hearing:

An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC's Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. The email should include the file number referenced above. Hearing requests should be received by the Commission by 5:30 p.m., Eastern time on April 13, 2026, and should be accompanied by proof of service on the Applicants, in the form of an affidavit, or, for lawyers, a certificate of service. Pursuant to rule 0-5 under the Act, hearing requests should state the nature of the writer's interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission's Secretary.

ADDRESSES:

The Commission: Secretarys-Office@sec.gov. Applicants: Jillian L. Bosmann, Esq., Faegre Drinker Biddle & Reath LLP, jillian.bosmann@faegredrinker.com, with a copy to Bobby Liu, Chief Legal and Risk Officer, M.D. Sass, LLC, bliu@mdsass.com.

FOR FURTHER INFORMATION CONTACT:

Rachel Loko, Senior Special Counsel, at (202) 551-6825 (Division of Investment Management, Chief Counsel's Office).

SUPPLEMENTARY INFORMATION:

For Applicants' representations, legal analysis, and conditions, please refer to Applicants' application, dated January 27, 2026, which may be obtained via the Commission's website by searching for the file number at the top of this document, or for an Applicant using the Company name search field on the SEC's EDGAR system. The SEC's EDGAR system may be searched at https://www.sec.gov/search-filings. You may also call the SEC's Office of Investor Education and Advocacy at (202) 551-8090.

( printed page 13379) For the Commission, by the Division of Investment Management, under delegated authority.

Sherry R. Haywood,

Assistant Secretary.

[FR Doc. 2026-05434 Filed 3-18-26; 8:45 am]

BILLING CODE P

Published Document: 2026-05434 (91 FR 13378)