As filed with the Securities and Exchange Commission on December 21 , 2021

 

  FILE NOS. 811-23751
    333- 260527

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM N-1A 

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ☒

 

Pre-Effective Amendment No. 1

 

Post-Effective Amendment No. 

and/or

 

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 ☒

 

Amendment No. 1

 

 

 

FIRST AMERICAN FUNDS TRUST 

(Exact Name of Registrant As Specified In Charter)

 

800 Nicollet Mall
Minneapolis, Minnesota 55402

 

(Address of Principal Executive Office) (Zip Code)

 

Registrant’s Telephone Number, including Area Code: 

(612) 303-7987

 

 

 

(Name and address of agent for service) 

Richard J. Ertel  

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall, BC-MN-H04N 

Minneapolis, Minnesota 55402-7020

 

Copies of communications to:

Paulita A. Pike 

Ropes & Gray LLP 

191 North Wacker Drive  

32nd Floor 

Chicago, IL 60606 

Rita Rubin 

Ropes & Gray LLP 

191 North Wacker Drive  

32nd Floor 

Chicago, IL 60606 

 

Approximate Date of Proposed Public Offering: As soon as practicable after the effectiveness of this Registration Statement.

 

It is proposed that this filing will become effective (check appropriate box)

 

[__] immediately upon filing pursuant to paragraph (b)
[__] on [_______], 2021 pursuant to paragraph (b)
[__] on (date) pursuant to paragraph (b)
[__] 60 days after filing pursuant to paragraph (a)(1)
[__] on (date) pursuant to paragraph (a)(1)
[__] 75 days after filing pursuant to paragraph (a)(2)
[__] on (date) pursuant to paragraph (a)(2) of Rule 485

 

If appropriate, check the following box:

 

______This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 

Title of Securities Being Registered: Shares of beneficial interest. First American Funds Trust (“FAF Trust”) has been established so that each series thereof can acquire corresponding series of First American Funds, Inc. (“FAF Inc.”). No shares will be offered and sold under this N-1A registration statement unless/until the closing of the reorganization of the FAF Inc. into FAF Trust.

 

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

 

 

 

 

 

image  

 

Class A Shares

 

FUND

TICKER SYMBOLS

 

 

Government Obligations Fund

[___]

 

 

Retail Prime Obligations Fund

[___]

 

 

Retail Tax Free Obligations Fund

[___]

 

 

Treasury Obligations Fund

[___]

 

 

U.S. Treasury Money Market Fund

[___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summaries

1

Government Obligations Fund

1

Retail Prime Obligations Fund

4

Retail Tax Free Obligations Fund

8

Treasury Obligations Fund

12

U.S. Treasury Money Market Fund

15

Additional Summary Information

18

More about the Funds

19

Investment Objectives

19

Principal Investment Strategies

19

Other Investment Strategies

22

Principal Investment Risks

23

Description of Principal Investment Risks

24

Disclosure of Portfolio Holdings

26

Fund Management

27

Investment Adviser

27

Portfolio Managers

28

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information

29

Shareholder Eligibility

29

Pricing of Fund Shares

29

Share Classes

30

12b-1 Fees

30

Shareholder Servicing Plan

31

Determining Your Share Price

31

Purchasing Fund Shares

31

Redeeming Fund Shares

33

Exchanging Fund Shares

36

Additional Information on Purchasing, Redeeming, and Exchanging Fund Shares

36

Dividends and Distributions

40

Taxes

41

Additional Payments to Institutions

41

Staying Informed

42

Financial Highlights

43

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees

 

(fees paid directly from your investment)

Class A

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Low Balance Account Fee (for accounts under $2,500)

$15 

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

0.25% 

Other Expenses:

 

Shareholder Servicing Fee

0.25% 

Miscellaneous

0.15% 

Total Annual Fund Operating Expenses

0.75%1

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.75%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class A
1 year $  77
3 years $240
5 years $417
10 years $930

 

  1 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
 
Best Quarter: Quarter ended June 30, 2019 0.43%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Government Obligations Fund 9/24/01 0.18% 0.60% 0.30%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 18 of the prospectus.

 

  3 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund

 

Investment Objective

 

Retail Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees

 

(fees paid directly from your investment)

Class A

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Low Balance Account Fee (for accounts under $2,500)

$15

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.25%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.18%

Total Annual Fund Operating Expenses

0.78%

Less Fee Waivers1

(0.03)%

Net Expenses1

0.75%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.75%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class A
1 year $  77
3 years $246
5 years $430
10 years $963

  

  4 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Principal Investment Strategies

 

Retail Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

  5 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  6 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
 
Best Quarter: Quarter ended March 31, 2019 0.53%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS   Inception   Since
AS OF 12/31/20   Date One Year Inception  
Retail Prime Obligations Fund   7/18/16 0.28% 0.90%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 18 of the prospectus.

 

  7 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund

 

Investment Objective

 

Retail Tax Free Obligations Fund’s objective is to seek maximum current income exempt from federal income taxes consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees

 

(fees paid directly from your investment)

Class A

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Low Balance Account Fee (for accounts under $2,500)

$15

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.25%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.26%

Total Annual Fund Operating Expenses

0.86%

Less Fee Waivers1

(0.11)%

Net Expenses1

0.75%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.75%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class A
1 year $     77
3 years $   263
5 years $   466
10 years $1,051

  

  8 Prospectus – First American Money Market Funds
Class A Shares                                

  

 

 

  

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Retail Tax Free Obligations Fund invests at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●

general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●

revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

  9 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Tax Risk — In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by the fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk — Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the fund invests only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  10 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Tax Free Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
 
Best Quarter: Quarter ended June 30, 2019 0.24%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Retail Tax Free Obligations Fund2 9/24/01 0.23% 0.36% 0.18%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

2 Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 18 of the prospectus.

 

  11 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees

 

(fees paid directly from your investment)

Class A

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Low Balance Account Fee (for accounts under $2,500)

$15

Annual Fund Operating Expenses

 

(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.25%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.16%

Total Annual Fund Operating Expenses

0.76%

Less Fee Waivers1

(0.01)%

Net Expenses1

0.75%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.75%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class A
1 year $  77
3 years $242
5 years $421
10 years $941

 

  12 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  13 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
 

 

 

Best Quarter: Quarter ended June 30, 2019 0.42%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Treasury Obligations Fund 9/24/01 0.18% 0.60% 0.30%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 18 of the prospectus.

 

  14 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Investment Objective

 

U.S. Treasury Money Market Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

Shareholder Fees
(fees paid directly from your investment)

Class A

Maximum Sales Charge (Load) 

None

Maximum Deferred Sales Charge (Load)

None

Annual Low Balance Account Fee (for accounts under $2,500)

$15

Annual Fund Operating Expenses

(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.25%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.19%

Total Annual Fund Operating Expenses

0.79%

Less Fee Waivers1

(0.04)%

Net Expenses1

0.75%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.75%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class A
1 year $  77
3 years $248
5 years $435
10 years $974

 

  15 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 


U.S. Treasury Money Market Fund continued

 

Principal Investment Strategies

 

U.S. Treasury Money Market Fund invests exclusively in direct obligations of the U.S. Treasury. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  16 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Summaries

 


U.S. Treasury Money Market Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, U.S. Treasury Money Market Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.42%
Worst Quarter: Quarter ended September 30, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
U.S. Treasury Money Market Fund 10/25/04 0.17% 0.58% 0.29%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 18 of the prospectus.

 

  17 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem shares of the funds on any business day. You can become a shareholder in any of the funds by making a minimum initial investment of $1,000. The funds reserve the right to waive or lower purchase minimums under certain circumstances. Additionally, the funds reserve the right to reject any purchase order and to close a shareholder’s account at any time. Investments in Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are limited to accounts beneficially owned by natural persons.

 

You can redeem shares through your financial intermediary or by contacting the funds at:

 

Phone

 

Regular Mail

 

Overnight Express Mail

800-677-3863

 

First American Funds

 

First American Funds

 

 

P.O. Box 701

 

615 East Michigan Street

 

 

Milwaukee, WI 53201-0701

 

Milwaukee, WI 53202

 

Tax Information

 

For Government Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Retail Tax Free Obligations Fund intends to pay interest that is exempt from federal income tax, including the federal alternative minimum tax, although a portion of the fund’s distributions may not be tax-exempt.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  18 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

  19 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Prime Obligations Fund

 

Retail Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

  20 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Tax Free Obligations Fund

 

Under normal market conditions, Retail Tax Free Obligations Fund pursues its objective by investing at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●

general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●

revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax. Under abnormal market conditions, the fund may invest more than 20% of its total assets in such taxable securities, as conditions dictate. This may prevent the fund from achieving its goal of providing maximum current income exempt from federal income taxes.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

  21 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Treasury Obligations Fund

 

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

U.S. Treasury Money Market Fund

 

U.S. Treasury Money Market Fund pursues its objective by investing exclusively in direct obligations of the U.S. Treasury. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds

 

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

  22 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund

 

●   Credit Risk

●   Cybersecurity Risk

●   Income Risk

●   Interest Rate Risk

●   Liquidity Risk

●   Market Risk

●   Redemption Risk

●   Regulatory Risk

●   Repurchase Agreement Risk

 

Retail Prime Obligations Fund

 

●   Banking Industry Risk

●   Credit Risk

●   Cybersecurity Risk

●   Foreign Security Risk

●   Income Risk

●   Interest Rate Risk

●   Liquidity Risk

●  Market Risk

●  Municipal Security Risk

●  Redemption Risk

●  Regulatory Risk

●  Repurchase Agreement Risk

●  Variable Rate Demand Note (VRDN) Risk

 

Retail Tax Free Obligations Fund

 

●   Credit Risk

●   Cybersecurity Risk

●   Income Risk

●   Interest Rate Risk

●   Liquidity Risk

●   Market Risk

●  Municipal Security Risk

●  Redemption Risk

●  Regulatory Risk

●  Tax Risk

●    Tender Option Bond (TOB) Risk

●  Variable Rate Demand Note (VRDN) Risk

 

Treasury Obligations Fund

 

●   Credit Risk

●   Cybersecurity Risk

●   Income Risk

●   Interest Rate Risk

●   Liquidity Risk

●  Market Risk

●  Redemption Risk

●  Regulatory Risk

●  Repurchase Agreement Risk

 

U.S. Treasury Money Market Fund

 

●   Credit Risk

●   Cybersecurity Risk

●   Income Risk

●   Interest Rate Risk

●  Liquidity Risk

●  Market Risk

●  Redemption Risk

●  Regulatory Risk

 

  23 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks

 

Banking Industry Risk. An adverse development in the banking industry (domestic or foreign) may affect the value of Retail Prime Obligations Fund’s investments more than if the fund was not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal and monetary policy and general economic cycles. For example, deteriorating economic and business conditions can disproportionately impact companies in the banking industry due to increased defaults on payments by borrowers. Moreover, political and regulatory changes can affect the operations and financial results of companies in the banking industry, potentially imposing additional costs and expenses or restricting the types of business activities of these companies.

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Foreign Security Risk. The foreign securities in which Retail Prime Obligations Fund may invest, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Political or social instability or diplomatic developments could adversely affect the securities. There is also the risk of possible withholding taxes, seizure of foreign deposits, currency controls, interest limitations, or other governmental restrictions which might affect the payment of principal or interest on securities owned by the

 

  24 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

fund. In addition, there may be less public information available about foreign corporations and foreign banks and their branches. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because Government Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security or, additionally for Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, because a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk. The value of municipal securities owned by Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  25 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

For Retail Prime Obligations Fund, if the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price. Securities purchased by the fund under a repurchase agreement may include securities that the fund is not otherwise permitted to purchase directly, such as long-term government bonds, investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. The value of these securities may be more volatile or less liquid than the securities the fund is permitted to purchase directly, which increases the risk that the fund will be unable to recover fully in the event of the seller’s default.

 

Tax Risk. In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by Retail Prime Obligations Fund or Retail Tax Free Obligations Fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk. Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the funds invest only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk. Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the funds invest only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

26 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

800 Nicollet Mall

Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [_____], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

 

Management fee

 

as a % of average

 

daily net assets

Government Obligations Fund

0.05%

Retail Prime Obligations Fund

0.10%

Retail Tax Free Obligations Fund

0.05%

Treasury Obligations Fund

0.05%

U.S. Treasury Money Market Fund

0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.18%, on an annual basis, of the aggregate average daily net assets attributable to Class A shares of all First

 

  27 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Fund Management

 

Investment Adviser continued

 

American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

Custody Services. U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Shareholder Servicing Fees. Each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.25% of its average daily net assets attributable to Class A shares for providing or arranging for the provision of shareholder services to the holders of its Class A shares.

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  28 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Shareholder Eligibility

 

Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are “retail” money market funds as defined under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”). As retail money market funds, shareholders must be “natural persons.” Natural persons are permitted to invest in the Retail Prime Obligations Fund and Retail Tax Free Obligations Fund through certain tax-advantaged savings accounts, trusts and other retirement and investment accounts, including, for example: (1) participant-directed defined contribution plans; (2) individual retirement accounts; (3) simplified employee pension arrangements; (4) SIMPLE retirement accounts; (5) custodial accounts; (6) deferred compensation plans for government or tax-exempt organization employees; (7) Archer medical savings accounts; (8) college savings plans; (9) health savings account plans; (10) ordinary trusts and estates of natural persons; or (11) certain other retirement and investment accounts having an institutional decision maker (e.g., a plan sponsor in certain retirement arrangements or an investment adviser managing discretionary investment accounts).

 

In order to make an initial investment in the Retail Prime Obligations Fund or Retail Tax Free Obligations Fund, you must furnish to the fund, or your financial intermediary, if any, an account application that provides certain information (e.g., Social Security Number or government-issued identification, such as a driver’s license or passport) that confirms your eligibility to invest in the fund. The fund will refuse to open an account or require a financial intermediary to refuse to open an account if you fail to (1) provide a Social Security Number or other government-issued identification (e.g., a driver’s license or passport); or (2) certify that such number or other information is correct (if required to do so under applicable law).

 

Pricing of Fund Shares

 

The funds utilize the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian. For purchase orders accompanied by check, dividends will normally begin to accrue on the first business day after the fund receives your check.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as

 

  29 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). Redemption proceeds to be paid by check will normally be sent to the address of record designated in the current records of the fund’s transfer agent on the next business day, but in no event more than seven days, after the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted, except for redemption proceeds paid by check, which earn a dividend on the day a redemption order is accepted.

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early, a fund may also close trading early.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Additional Information on Purchasing, Redeeming, and Exchanging Fund Shares — Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing Fund Shares” and “Redeeming Fund Shares.”

 

Some financial intermediaries may charge a fee for helping you purchase, redeem, or exchange shares. Contact your financial intermediary for more information. No such fee will be imposed if you purchase shares directly from the funds.

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class A shares.

 

Class A shares are offered at NAV with no front-end or contingent deferred sales charge, but with an annual distribution (12b-1) fee of 0.25% and an annual shareholder servicing fee of 0.25%.

 

12b-1 Fees

 

Each fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act that allows the fund to pay its distributor an annual fee for the distribution and sale of its shares and/or for services provided to shareholders. Each fund pays a Rule 12b-1 distribution fee equal to 0. 25 % of its Class A share average daily net assets.

 

Because these fees are paid out of a fund’s assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges.

 

The funds’ distributor uses the distribution fee to reimburse financial intermediaries for providing distribution-related services to the funds.

 

  30 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

  

12b-1 Fees continued

  

Your financial intermediary will continue to receive Rule 12b-1 fees relating to your shares for as long as you hold those shares.

 

The board of trustees has approved the suspension or reduction of 12b-1 fee payments by each fund, as needed, in order to maintain a yield for Class A shares of at least 0.00%. Any such suspension or reduction will result in a corresponding suspension or reduction of amounts paid by the fund’s distributor to investment professionals and financial institutions.

 

Shareholder Servicing Plan

 

Each fund also has adopted a non-Rule 12b-1 shareholder servicing plan and agreement with respect to the Class A shares. Under this plan and agreement, each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.25% of average daily Class A share net assets for providing or arranging for the provision of shareholder services to the holders of Class A shares. No distribution-related services are provided under this plan and agreement.

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website.

 

Your purchase or redemption price for Class A shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase shares of the funds on any business day through your financial intermediary or by contacting the funds. Additional information on purchasing shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

You may become a shareholder in any of the funds by making a minimum initial investment of $1,000. The funds reserve the right to waive or lower purchase minimums under certain circumstances. Additionally, the funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

  31 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Shareholder Information

 

Purchasing Fund Shares continued

 

By Phone. You may purchase shares by calling your financial intermediary, if they have a sales agreement with the funds’ distributor.

 

You may also purchase shares by calling Investor Services and making a wire transfer or, if your account has been open for at least 7 business days, an Automated Clearing House (ACH) transaction from your bank. Before making an initial investment by wire or ACH, you must submit a new account form to the funds and select this option. Be sure to include a cancelled check or pre-printed deposit slip with the form. Once the account is established, you may request the account number and wiring instructions from Investor Services by calling 800 677-3863. The account number assigned will be required as part of the instruction that should be provided to your bank to send the wire. Your bank must include the name of the fund you are purchasing, the account number, and your name so that monies can be correctly applied. The fund and U.S. Bank, N.A. are not responsible for the consequences of delays resulting from the banking or Federal Reserve wire system, or from incomplete wiring instructions. Purchases may then be made by wire transfer or ACH by calling the same number. All information will be taken over the telephone, and your order will be priced at the next NAV calculated after the funds’ custodian receives your payment by wire or ACH.

 

You cannot purchase shares by wire or ACH on days when federally chartered banks are closed.

 

By Mail. To purchase shares by mail, simply complete and sign a new account form, enclose a check made payable to the fund you wish to invest in, and mail both to:

  

Regular U.S. Mail:

 

Overnight Express Mail:

First American Funds

 

First American Funds

P.O. Box 701

 

615 East Michigan Street

Milwaukee, WI 53201-0701

 

Milwaukee, WI 53202

 

First American Funds does not consider the U.S. Postal Service or other independent delivery services to be its agents. Therefore, deposit in the mail or with such other services, or receipt at Fund Services’ P.O. Box, of purchase orders does not constitute receipt by the funds’ transfer agent. Receipt of purchase orders is based on when the order is received at the transfer agent’s offices.

 

To make additional investments once you have opened your account, write your account number on the check and send it together with the Invest by Mail form from your recent confirmation statement received from the transfer agent. If you do not have the Invest by Mail form, include the fund name, your name, address, and account number on a separate piece of paper along with your check.

 

Please note the following:

  

●

All purchases must be drawn on a bank located within the United States and payable in U.S. dollars to First American Funds.

●

Cash, money orders, third-party checks, Treasury checks, credit card checks, traveler’s checks, starter checks, and credit cards will not be accepted. We are unable to accept post-dated checks or any conditional order as payment.

●

If a check or ACH transaction does not clear your bank, the funds reserve the right to cancel the purchase, and you may be charged a fee of $25 per check or transaction. You could be liable for any losses or fees incurred by the fund as a result of your check or ACH transaction failing to clear.

 

  32 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Shareholder Information

 

Purchasing Fund Shares continued

 

By Systematic Investment Plan. To purchase shares as part of a savings discipline, you may add to your investment on a regular basis by having $100 or more automatically withdrawn from your bank account, if your financial institution is a member of the ACH network, on a periodic basis and invested in fund shares. You may apply for participation in this program through your financial intermediary or by calling Investor Services at 800 677-3863. Any request to change or terminate your systematic investment plan should be submitted to the transfer agent five days prior to the effective date.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary or Investor Services at 800 677-3863 for instructions.

 

Redeeming Fund Shares

 

You may redeem shares of the funds on any business day through your financial intermediary or by contacting the funds. Additional information on redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Redemption proceeds to be paid by wire will normally be paid on the same day that your redemption request is accepted in proper form by the funds. Redemption proceeds to be paid by check will normally be sent on the next business day, but in no event more than seven days, after your redemption request is accepted in proper form by the funds. Redemption proceeds to be paid by electronic funds transfer through the ACH network will normally be sent on the next business day after your redemption request is accepted in proper form; however, credit may not be available in your bank account for two to three days.

 

By Phone. If you purchased shares through a financial intermediary, simply call them to redeem your shares.

 

If you did not purchase shares through a financial intermediary, you may redeem your shares by calling Investor Services at 800 677-3863. Proceeds can be wired to your bank account (if you have previously supplied your bank account information to the fund) or sent to you by check. The funds charge a $15 fee for wire redemptions, but have the right to waive this fee for shares redeemed through certain financial intermediaries and by certain accounts. Proceeds also can be sent directly to your bank or brokerage account via electronic funds transfer if your bank or brokerage firm is a member of the ACH network. The funds reserve the right to limit telephone redemptions to $50,000 per account per day.

 

If you recently purchased your shares by check or through the ACH network, proceeds from the sale of those shares may not be available until your check or ACH payment has cleared, which may take up to 15 calendar days from the date of purchase. This delay will not apply if you purchased your shares via wire payment.

 

By Mail. To redeem shares by mail, send a written request to your financial intermediary, or to the fund at the following address:

  

Regular U.S. Mail:

 

Overnight Express Mail:

First American Funds

 

First American Funds

P.O. Box 701

 

615 East Michigan Street

Milwaukee, WI 53201-0701

 

Milwaukee, WI 53202

 

  33 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Shareholder Information

 

Redeeming Fund Shares continued

 

Your request should include the following information:

 

●

name of the fund;

●

account number;

●

dollar amount or number of shares redeemed;

●

name on the account; and

●

signatures of all registered account owners.

 

First American Funds does not consider the U.S. Postal Service or other independent delivery services to be its agents. Therefore, deposit in the mail or with such other services, or receipt at Fund Services’ P.O. Box, of redemption requests does not constitute receipt by the funds’ transfer agent. Receipt of redemption requests is based on when the order is received at the transfer agent’s offices.

 

After you have established your account, signatures on a written request must be guaranteed, whether by a Medallion Program member or a non-Medallion Program member, in the following situations:

 

●

If you are requesting a change in ownership on your account;

●

When redemption proceeds are payable or sent to any person, address or bank account not on record;

●

When a redemption request is received by the transfer agent and the account address has changed within the last 30 calendar days; or

●

For all redemptions in excess of $50,000 from any shareholder account.

 

The fund may waive any of the above requirements in certain instances. In addition to the situations described above, the fund(s) and/or the transfer agent reserve the right to require a signature guarantee in other instances based on the circumstances relative to the particular situation.

 

Non-financial transactions, including establishing or modifying certain services on an account, may require a signature guarantee, signature verification from a Signature Validation Program member, or other acceptable form of authentication from a financial institution source.

 

A signature guarantee assures that a signature is genuine and protects shareholders from unauthorized account transfers. Banks, savings and loan associations, trust companies, credit unions, broker-dealers, and member firms of a national securities exchange may guarantee signatures. Call your financial intermediary to determine if it has this capability. A notary public is not an acceptable signature guarantor.

 

Proceeds from a written redemption request will be sent to you by check unless another form of payment is requested.

 

By Checking Account. You may sign up for check writing privileges when you complete a new account form, or by calling your financial intermediary or the funds. With a fund checking account, you may redeem shares simply by writing a check for $100 or more, unless your financial intermediary requires a higher minimum. The funds may charge a $25 fee for draft checks written against insufficient funds and requests to stop payment on a check. Call Investor Services at 800 677-3863 for more information.

 

Please note that you may not use a check to close your account.

 

By Systematic Withdrawal Plan. If your account has a value of $5,000 or more, you may redeem a specific dollar amount from your account on a regular basis. If you elect this method of redemption, the fund will send a check to your address of record or will send the

 

  34 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Shareholder Information

 

Redeeming Fund Shares continued

 

payment via electronic funds transfer through the ACH network directly to your bank account. For payment through the ACH network, your bank must be an ACH member and your bank account information must be maintained on your fund account. You may set up a systematic withdrawal when you complete a new account form or by calling your financial intermediary. You may elect to modify or terminate your participation in this plan at any time by contacting the transfer agent at least five days prior to the next scheduled withdrawal.

 

Funding of Redemptions. Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

  

●

if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●

for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●

for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●

for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

As discussed below under “Additional Information on Purchasing, Redeeming, and Exchanging Fund Shares – Liquidity Fees and Redemption Gates,” with respect to Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, each fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

  35 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Shareholder Information

 

Exchanging Fund Shares

 

Exchanges may be made only on days when the Federal Reserve is open. There is no fee to exchange shares.

 

Generally, you may exchange your shares only for the same class of shares of the other fund in an identically registered account. Exchanges are made based on the net asset value per share of each fund at the time of the exchange.

 

Before exchanging into any fund, be sure to read its prospectus carefully. A fund may change or cancel its exchange policies at any time upon notice to shareholders, which may be given by means of a new or supplemented prospectus. An exchange of Fund shares for shares of another fund will be treated as a sale of Fund shares, and any gain on the transaction may be subject to federal income tax.

 

The First American money market funds also are offered as money market exchange vehicles for certain other mutual fund families that have entered into agreements with the funds’ distributor. If you are using one of the funds as such an exchange vehicle, you may exchange your shares only for shares of the funds in that other mutual fund family; you may not exchange your shares for shares of another First American fund. You may be assessed certain transactional or service fees by your original mutual fund family in connection with any such exchange. If you have any questions regarding the amount of fees assessed per transaction, please call the toll-free number on your statement.

 

By Phone. If both funds have identical shareholder registrations, you may exchange shares by calling your financial intermediary, or by calling the funds directly at 800 677-3863.

 

By Mail. To exchange shares by written request, please follow the procedures under “Redeeming Fund Shares” above. Be sure to include the names of both funds involved in the exchange.

 

By Systematic Exchange Plan. You may make automatic exchanges on a regular basis of your Class A shares for the same class of shares of another First American fund. You may apply for participation in this program through your financial intermediary, or by calling Investor Services at 800 677-3863 for information.

 

Additional Information on Purchasing, Redeeming, and Exchanging Fund Shares

 

Calculating Net Asset Value

  

The funds generally calculate their NAV per share as of the time specified in the table below on each business day that the funds are open, except that the NAV for Government Obligations Fund, Retail Prime Obligations Fund and Treasury Obligations Fund is generally calculated at 1:00 p.m. Central time on days on which the bond markets close early (typically on the business day preceding a Federal holiday) (an “Early Close”). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

   

 

Deadline for orders to be
received in order to receive
the current day’s NAV

Government Obligations Fund

3:45 p.m. Central time

Retail Prime Obligations Fund

3:45 p.m. Central time

Retail Tax Free Obligations Fund

11:30 a.m. Central time

Treasury Obligations Fund

3:45 p.m. Central time

U.S. Treasury Money Market Fund

12:30 p.m. Central time

 

  36 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing,
Redeeming, and Exchanging Fund Shares continued

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Telephone Transactions

 

You may purchase, redeem, or exchange shares by telephone, unless you elected on your new account form to restrict this privilege. If you wish to reinstate this option on an existing account, please call Investor Services at 800 677-3863 to request the appropriate form.

 

The funds and their agents will not be responsible for any losses that may result from acting on wire or telephone instructions that they reasonably believe to be genuine. The funds and their agents will each follow reasonable procedures to confirm that instructions received by telephone are genuine, which may include recording telephone conversations. If an account has more than one owner or authorized person, the funds will accept telephone instructions from any one owner or authorized person.

 

Telephone trades must be received by or prior to market close. Once a telephone transaction has been placed, it generally cannot be canceled or modified after market close.

 

Please allow sufficient time to place your telephone transaction. It may be difficult to reach the funds by telephone during periods of unusual market activity. If you are unable to reach the funds or their agents by telephone, please consider sending written instructions.

 

Transactions through Financial Intermediaries

 

Each fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the

 

  37 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing,
Redeeming, and Exchanging Fund Shares continued

 

order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Financial intermediaries are required to adopt and implement policies, procedures and internal controls reasonably designed to limit all beneficial owners of Retail Prime Obligations Fund and Retail Tax Free Obligations Fund to natural persons and, upon request, provide satisfactory evidence that they have such policies, procedures and internal controls in place. In addition, a financial intermediary is required to involuntarily redeem its customers that do not satisfy the eligibility requirements as set forth above. The funds reserve the right to redeem shares in any account that they cannot confirm to their satisfaction is beneficially owned by natural persons, after providing advance notice.

 

Accounts with Low Balances

 

Each fund reserves the right to liquidate or assess a low balance fee to any account holding a balance that is less than the account balance minimum of $2,500 for any reason.

 

If a fund elects to liquidate or assess a low balance fee, the fund will assess a $15 low balance account fee to certain retirement accounts, education savings plans, and UGMA/UTMA accounts that have balances under the account balance minimum. At the same time, other accounts with balances under the account balance minimum will be liquidated, with proceeds being mailed to the address of record. Prior to the assessment of any low balance fee or liquidation of low balance accounts, affected shareholders will receive a communication reminding them of the pending action, thereby providing time to ensure that balances are at or above the account balance minimum prior to any fee assessment or account liquidation.

 

An intermediary may apply its own procedures in attempting to comply with the funds’ low balance account policy.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

  38 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing,
Redeeming, and Exchanging Fund Shares continued

 

Liquidity Fees and Redemption Gates

 

With respect to Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, the board of trustees is permitted to impose a liquidity fee on redemptions (up to 2%) or temporarily restrict redemptions from the fund for up to 10 business days during a 90 day period (a “redemption gate”), in the event that a fund’s weekly liquid assets fall below the following thresholds:

 

●

30% weekly liquid assets—If the weekly liquid assets of the fund falls below 30% of the fund’s total assets at any time, and the board determines it is in the best interests of the fund, the board may impose a liquidity fee of no more than 2% of the amount redeemed and/or a redemption gate that temporarily suspends the right of redemption. Such liquidity fee or redemption gate may be imposed as early as the same day on which the fund’s weekly liquid assets fall below 30% of its total assets and may occur before the end of the business day.

 

●

10% weekly liquid assets— If the weekly liquid assets of the fund falls below 10% of the fund’s total assets as of the end of a business day, the fund will impose, at the beginning of the next business day, a liquidity fee of 1% of the amount redeemed, unless the board determines that imposing such a fee would not be in the best interests of the fund or determines that a lower or higher fee (not to exceed 2%) would be in the best interests of the fund.

 

Liquidity fees and redemptions gates may be terminated at any time in the discretion of the board. Liquidity fees and redemptions gates will also terminate at the beginning of the next business day once the fund has invested 30% or more of its total assets in weekly liquid assets as of the end of a business day. The fund may only suspend redemptions for up to 10 business days in any 90-day period. If a fund’s weekly liquid assets fall below 10% of its total assets, the fund’s board may consider liquidating the fund.

 

Weekly liquid assets generally include: (a) cash; (b) direct obligations of the U.S. Government; (c) certain U.S. Government agency discount notes with remaining maturities of 60 days or less; (d) securities that will mature or are subject to a demand feature that is exercisable and payable within five business days; or (e) amounts receivable and due unconditionally within five business days on pending sales of portfolio securities. For these purposes, weekly liquid assets are calculated as of the end of each business day.

 

If a fund imposes a redemption gate, the fund and your financial intermediary will not accept redemption or exchange orders until the fund has notified shareholders that the redemption gate has been lifted. Any redemption or exchange orders submitted while a redemption gate is in effect will be cancelled without further notice. If you still wish to redeem or exchange shares once the redemption gate has been lifted, you will need to submit a new redemption or exchange request to the fund or your financial intermediary. Unprocessed purchase orders that the fund received prior to notification of the imposition of a liquidity fee or redemption gate will be cancelled unless re-confirmed. Under certain circumstances, the fund may honor redemption or exchange orders (or pay redemptions without adding a liquidity fee to the redemption amount) if the fund can verify that the redemption or exchange order was submitted to the fund’s agent before the fund imposed liquidity fees or suspended redemptions. Once a liquidity fee or a redemption gate is in place, shareholders will not be permitted to exchange into or out of a fund until the fee or gate is terminated.

 

The board generally expects that a liquidity fee or redemption gate would be imposed, if at all, during periods of extraordinary market stress. The board generally expects that a liquidity fee or

 

  39 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing,
Redeeming, and Exchanging Fund Shares continued

 

redemption gate would be imposed only after the fund has notified financial intermediaries and shareholders that a liquidity fee or redemption gate will be imposed.

 

Announcements regarding the imposition of liquidity fees or redemption gates, or the termination of liquidity fees or redemption gates, will be filed with the SEC on Form N-CR and will be available on the website of the fund (http://www.firstamericanfunds.com). In addition, the fund will make such announcements through a supplement to its prospectuses and may make such announcements through a press release or by other means.

 

Liquidity fees are designed to transfer the costs of liquidating fund securities from shareholders who remain in the fund to those who leave the fund during periods when liquidity is scarce. Liquidity fees imposed by a fund will reduce the amount you will receive upon the redemption of your shares, and each fund generally expects such fees will generally decrease the amount of any capital gain or increase the amount of any capital loss you will recognize with respect to such redemption. Proceeds to a fund from liquidity fees may take the form of a return to shareholders as a distribution.

 

Financial intermediaries will be required to promptly take such actions reasonably requested by a fund, the transfer agent or USBAM to implement, modify or remove, or to assist the fund in implementing, modifying or removing, a liquidity fee or redemption gate established by the fund.

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you place an exchange order for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on the next business day. In the case of shares purchased by check, because money market instruments must be purchased with federal funds and it takes a money market mutual fund one business day to convert check proceeds into federal funds, you will begin to accrue dividends on the first business day after the fund receives your check (provided your check is received by the time the fund determines its NAV). If you redeem shares and your request is received by the time the fund determines its NAV, you will receive a dividend on the day of your redemption request if the fund pays your redemption proceeds by check, but you will not receive a dividend on the day of your redemption request if the fund pays your redemption proceeds by wire.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

  40 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Shareholder Information

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

For Government Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Retail Tax Free Obligations Fund intends to meet certain federal tax requirements so that distributions of tax-exempt interest income may be treated as “exempt-interest dividends.” These dividends are not subject to regular federal tax. However, although it has no current intention of investing in municipal securities subject to the alternative minimum tax, the fund may invest up to 20% of its net assets in municipal securities the interest on which is subject to the federal alternative minimum tax. Any portion of exempt-interest dividends attributable to interest on these securities may increase some shareholders’ alternative minimum tax. In addition, exempt-interest dividends may be subject to state and local income tax. Distributions of income other than tax-exempt interest income (including from the Fund's investment in taxable money market instruments) generally will be taxable as ordinary income.

 

If a fund were not able to maintain a stable NAV, or were to impose a liquidity fee, redeeming shares of that fund would likely cause you to recognize a capital gain or loss. If you elect to adopt the NAV method of accounting, rather than compute gain or loss on every taxable disposition of fund shares, you will determine your gain or loss based on the change in the aggregate value of your fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss will be treated as short-term capital gain or loss. If you do not adopt the simplified “NAV method” of accounting, capital gain or loss recognized upon a redemption of shares will be long-term or short-term depending on whether your holding period in the shares sold exceeds one year. Any liquidity fees you incur on shares redeemed will generally decrease the amount of any capital gain (or increase the amount of any capital loss) you recognize with respect to such redemption.

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to investment professionals, participating institutions and “one-stop” mutual fund networks (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; reimbursement of ticket or operational charges (fees that an institution charges its representatives for effecting transactions in fund shares); lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

  41 Prospectus – First American Money Market Funds
Class A Shares                                

  

 

 

 

Shareholder Information

 

Additional Payments to Institutions continued

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in accounts held directly with the funds are mailed quarterly. Confirmations generally are mailed following each non-systematic purchase or sale of fund shares. Generally, the funds do not send statements for shares held in a brokerage account. Please review your statements and confirmations as soon as you receive them and promptly report any discrepancies to your financial intermediary or to Investor Services at 800 677-3863.

 

  42 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

 

Financial Highlights

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [                   ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request.

 

  43 Prospectus – First American Money Market Funds
Class A Shares                                

 

 

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008       0.001
Distributions (from net investment income)     (0.000 )1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distributions (for net realized gains on investments)     (0.000 )1     (0.000 )1     —     —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.62 %     0.76 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 298,968     $ 271,822     $ 238,531     $ 354,127     $ 313,106  
Ratio of Expenses to Average Net Assets     0.09 %     0.55 %     0.75 %     0.75 %     0.62 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.56 %     1.58 %     0.76 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.77 %     0.77 %     0.77 %     0.79 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 )%     0.34 %     1.56 %     0.74 %     (0.10 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

44

Prospectus – 

First American Money Market Funds
Class A Shares

 

 

 

 

Financial Highlights

 

Retail Prime Obligations Fund

 

    Fiscal year ended August 31,        
    2021   2020   2019   2018   2017
Per Share Data                                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.008       0.019       0.010       0.003
Distributions (from net investment income)     (0.000 ) 1     (0.008 )     (0.019 )     (0.010 )     (0.003 )
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.01 %     0.75 %     1.95 %     1.03 %     0.26 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 358,250     $ 467,288     $ 507,092     $ 1,151,807     $ 1,142,089  
Ratio of Expenses to Average Net Assets     0.19 %     0.54 %     0.61 %     0.75 %     0.74 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.75 %     1.85 %     1.03 %     0.27 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.79 %     0.79 %     0.80 %     0.80 %     0.82 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.59 )%     0.50 %     1.66 %     0.98 %     0.19 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

45

Prospectus – 

First American Money Market Funds
Class A Shares

 

 

 

 

Financial Highlights

 

Retail Tax Free Obligations Fund*

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.004       0.009       0.005       0.000 1
Distributions (from net investment income)     (0.000 ) 1     (0.004 )     (0.009 )     (0.005 )     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.41 %     0.85 %     0.47 %     0.05 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 41,394     $ 63,262     $ 31,081     $ 33,861     $ 32,171  
Ratio of Expenses to Average Net Assets     0.13 %     0.55 %     0.75 %     0.75 %     0.71 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.34 %     0.85 %     0.47 %     0.04 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.84 %     0.84 %     0.88 %     0.87 %     0.92 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.70 )%     0.05 %     0.72 %     0.35 %     (0.17 )%

 

*  Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

46

Prospectus – 

First American Money Market Funds
Class A Shares

 

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008     0.001
Distributions (from net investment income)     (0.000 ) 1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distribution (for net realized gains on investments)     —     (0.000 )1     —       —     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.61 %     0.77 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 200,750     $ 175,572     $ 246,012     $ 185,799     $ 239,773  
Ratio of Expenses to Average Net Assets     0.09 %     0.51 %     0.75 %     0.75 %     0.60 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.51 %     1.60 %     0.75 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.78 %     0.78 %     0.79 %     0.80 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 ) %     0.24 %     1.57 %     0.71 %     (0.13 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

47

Prospectus – 

First American Money Market Funds
Class A Shares

 

 

 

 

Financial Highlights

 

U.S. Treasury Money Market Fund

 

  Fiscal year ended August 31,
  2021   2020   2019   2018   2017
Per Share Data                  
Net Asset Value, Beginning of Period $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income   —       0.005       0.016       0.007       0.001  
Distributions (from net investment income)   —       (0.005 )     (0.016 )     (0.007 )     (0.001 )
Distributions (from net realized gains on investments)   (0.000 )1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

  0.01 %     0.53 %     1.57 %     0.74 %     0.06 %
                                       
Ratios/Supplemental Data                                      
Net Assets, End of Period (000) $ 55,228     $ 37,244     $ 45,660     $ 43,845     $ 33,310  
Ratio of Expenses to Average Net Assets   0.09 %     0.53 %     0.75 %     0.75 %     0.56 %
Ratio of Net Investment Income to Average Net Assets   0.00 %     0.51 %     1.57 %     0.75 %     0.04 %
Ratio of Expenses to Average Net Assets (excluding waivers)   0.79 %     0.79 %     0.81 %     0.82 %     0.83 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)   (0.70 )%     0.25 %     1.51 %     0.68 %     (0.23 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

48

Prospectus – 

First American Money Market Funds
Class A Shares

 

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

We may collect the following nonpublic personal information about you:

● Information about your identity, such as your name, address, and social security number.

● Information about your transactions with us.

● Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information
We gather nonpublic personal information about you and your accounts so that we can:

● Know who you are and prevent unauthorized access to your information.

● Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the First American Family of Funds

 

 

NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds
P.O. Box 1330
Minneapolis, MN 55440-1330

 

 

 

 

 

 

 image

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be  available on the funds’ Internet site at www.firstamericanfunds.com.

 

SEC file number: 811-23751

 

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.

 

 

 

 

image  

 

Class D Shares

 

FUND

TICKER SYMBOLS

 

 

 

Government Obligations Fund

[___]

 

 

 

Treasury Obligations Fund

[___]

 

 

 

U.S. Treasury Money Market Fund

[___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summaries

1

Government Obligations Fund

1

Treasury Obligations Fund

4

U.S. Treasury Money Market Fund

7

Additional Summary Information

10

More about the Funds

11

Investment Objectives

11

Principal Investment Strategies

11

Other Investment Strategies

13

Principal Investment Risks

13

Description of Principal Investment Risks

14

Disclosure of Portfolio Holdings

15

Fund Management

16

Investment Adviser

16

Portfolio Managers

17

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information

18

Pricing of Fund Shares

18

Share Classes

18

12b-1 Fees

19

Shareholder Servicing Plan

19

Determining Your Share Price

19

Purchasing and Redeeming Fund Shares

19

Additional Information on Purchasing and Redeeming Fund Shares

21

Dividends and Distributions

22

Taxes

22

Additional Payments to Institutions

23

Staying Informed

23

Financial Highlights

24

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)

Class D

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.15%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.11%

Total Annual Fund Operating Expenses

0.61%

Less Fee Waivers1

(0.01)%

Net Expenses1

0.60%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.60%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class D
1 year $  61
3 years $194
5 years $339
10 years $761

 

  1 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund's performance from year to year. The table illustrates the fund's average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class D shares which was adopted by the Class D shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.46%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Government Obligations Fund 1/21/95 0.21% 0.69% 0.35%

1Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 10 of the prospectus.

 

  3 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)

Class D

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.15%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.12%

Total Annual Fund Operating Expenses

0.62%

Less Fee Waivers1

(0.02)%

Net Expenses1

0.60%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.60%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class D
1 year $  61
3 years $197
5 years $344
10 years $772

 

  4 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  5 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class D shares which was adopted by the Class D shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.46%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Treasury Obligations Fund 10/4/93 0.21% 0.69% 0.35%

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 10 of the prospectus.

 

  6 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Investment Objective

 

U.S. Treasury Money Market Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)

Class D

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

0.15%

Other Expenses:

 

Shareholder Servicing Fee

0.25%

Miscellaneous

0.14%

Total Annual Fund Operating Expenses

0.64%

Less Fee Waivers1

(0.04)%

Net Expenses1

0.60%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.60%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class D
1 year $  61
3 years $201
5 years $353
10 years $795

 

  7 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Principal Investment Strategies

 

U.S. Treasury Money Market Fund invests exclusively in direct obligations of the U.S. Treasury. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  8 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, U.S. Treasury Money Market Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class D shares which was adopted by the Class D shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.45%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
U.S. Treasury Money Market Fund 10/25/04 0.21% 0.67% 0.33%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 10 of the prospectus.

 

  9 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem shares of the funds on any business day by calling your financial intermediary. The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

Dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  10 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

More about the Funds

  

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

  

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

   

  11 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Treasury Obligations Fund

 

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

U.S. Treasury Money Market Fund

 

U.S. Treasury Money Market Fund pursues its objective by investing exclusively in direct obligations of the U.S. Treasury. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

  12 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

More about the Funds

 

Other Investment Strategies

 

Other Money Market Funds

 

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

  

Government Obligations Fund

●

Credit Risk

●

Market Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Repurchase Agreement Risk

●

Liquidity Risk

 

 

 

Treasury Obligations Fund

●

Credit Risk

●

Market Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Repurchase Agreement Risk

●

Liquidity Risk

 

 

 

U.S. Treasury Money Market Fund

●

Credit Risk

●

Liquidity Risk

●

Cybersecurity Risk

●

Market Risk

●

Income Risk

●

Redemption Risk

●

Interest Rate Risk

●

Regulatory Risk

 

  13 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

More about the Funds

 

Description of Principal Investment Risks

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because the funds invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

  14 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

  15 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [__], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

   

 

 

Management fee
as a % of average
daily net assets

Government Obligations Fund

 

0.05%

Treasury Obligations Fund

 

0.05%

U.S. Treasury Money Market Fund

 

0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.13%, on an annual basis, of the aggregate average daily net assets attributable to Class D shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

  16 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Fund Management

 

Investment Adviser continued

 

Custody Services. U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Shareholder Servicing Fees. Each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.25% of its average daily net assets attributable to Class D shares for providing or arranging for the provision of shareholder services to the holders of its Class D shares.

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  17 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Shareholder Information

 

Pricing of Fund Shares

 

The funds utilize the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early, a fund may also close trading early.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Additional Information on Purchasing and Redeeming Fund Shares — Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class D shares.

 

Class D shares are offered at NAV, with no front-end or contingent deferred sales charge, but with an annual distribution (12b-1) fee of 0.15% and an annual shareholder servicing fee of 0.25%.

 

Class D shares are only available to certain accounts for which a financial intermediary acts in a fiduciary, agency, custodial, or other service capacity.

 

  18 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Shareholder Information

 

12b-1 Fees

 

Each fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”) that allows the fund to pay its distributor an annual fee for the distribution and sale of its shares and/or services provided to shareholders. Each fund pays a Rule 12b-1 distribution fee equal to 0.15% of its Class D share average daily net assets.

 

Because these fees are paid out of a fund’s assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges.

 

The funds’ distributor uses the distribution fee to reimburse financial intermediaries for providing distribution-related services to the funds. Your financial intermediary will continue to receive Rule 12b-1 distribution fees relating to your shares for as long as you hold those shares.

 

The board of trustees has approved the suspension or reduction of 12b-1 fee payments by each fund, as needed, in order to maintain a yield for Class D shares of at least 0.00%. Any such suspension or reduction will result in a corresponding suspension or reduction of amounts paid by the fund’s distributor to investment professionals and financial institutions.

 

Shareholder Servicing Plan

 

Each fund also has adopted a non-Rule 12b-1 shareholder servicing plan and agreement with respect to its Class D shares. Under this plan and agreement, each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.25% of average daily Class D share net assets for providing or arranging for the provision of shareholder services to the holders of Class D shares. No distribution-related services are provided under this plan and agreement.

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website.

 

Your purchase or redemption price for Class D shares is the fund’s next determined NAV after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their NAV, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

  19 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

You may purchase or redeem shares of the funds on any business day through your financial intermediary. Additional information on purchasing or redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries. The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●     if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●     for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●     for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●     for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

  

In addition, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the

 

  20 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the time specified in the table below on each business day that the funds are open, except that the NAV for Government Obligations Fund and Treasury Obligations Fund is generally calculated at 1:00 p.m. Central time on days on which the bond markets close early (typically on the business day preceding a Federal holiday) (an “Early Close”). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

   

 

 

Deadline for orders to be
received in order to receive
the current day’s NAV

Government Obligations Fund

 

3:45 p.m. Central time

Treasury Obligations Fund

 

3:45 p.m. Central time

U.S. Treasury Money Market Fund

 

12:30 p.m. Central time

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Transactions through Financial Intermediaries

 

Each fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested

 

  21 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

  22 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Shareholder Information

 

Taxes continued

 

Dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to participating institutions (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

  23 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Financial Highlights

   

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [               ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request. 

  

  24 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Financial Highlights

Government Obligations Fund

 

      Fiscal year ended August 31,
      2021     2020     2019     2018     2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.018       0.009       0.002  
Distributions (from net investment income)     (0.000 )1     (0.006 )     (0.018 )     (0.009 )     (0.002 )
Distributions (from net realized gains on investments)     (0.000 )1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.64 %     1.77 %     0.91 %     0.16 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 4,533,829     $ 3,473,331     $ 3,555,685     $ 4,106,912     $ 3,195,441  
Ratio of Expenses to Average Net Assets     0.09 %     0.46 %     0.60 %     0.60 %     0.54 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.63 %     1.75 %     0.92 %     0.15 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.62 %     0.63 %     0.63 %     0.64 %     0.64 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.52 )%     0.46 %     1.72 %     0.88 %     0.05 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

  25 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Financial Highlights

Treasury Obligations Fund

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.018       0.009     0.001  
Distributions (from net investment income)     (0.000 ) 1     (0.006 )     (0.018 )     (0.009 )     (0.001 )
Distributions (from net realized gains on investments)     —       (0.000 )1     —     —       (0.000 )1
Net Asset Value, End of Period   $

1.00

    $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.63 %     1.77 %     0.92 %     0.15 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 1,968,085     $ 2,028,803     $ 1,367,671     $ 1,461,918     $ 1,521,672  
Ratio of Expenses to Average Net Assets     0.09 %     0.43 %     0.60 %     0.60 %     0.53 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.57 %     1.75 %     0.92 %     0.14 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.62 %     0.63 %     0.64 %     0.64 %     0.64 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.52 )%     0.37 %     1.71 %     0.88 %     0.03 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  26 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

Financial Highlights

U.S. Treasury Money Market Fund

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     —       0.006       0.017       0.009       0.001  
Distributions (from net investment income)     —       (0.006 )     (0.017 )     (0.009 )     (0.001 )
Distributions (from net realized gains on investments)     (0.000 )1     (0.000 )1     —     —       (0.000 )1
Net Asset Value, End of Period   $

1.00

    $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.61 %     1.72 %     0.89 %     0.12 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 89,199     $ 64,128     $ 32,349     $ 49,769     $ 73,968  
Ratio of Expenses to Average Net Assets     0.09 %     0.43 %     0.60 %     0.60 %     0.51 %
Ratio of Net Investment Income to Average Net Assets     0.00 %     0.48 %     1.70 %     0.85 %     0.10 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.64 %     0.64 %     0.66 %     0.67 %     0.68 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.55 )%     0.27 %     1.64 %     0.78 %     (0.07 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  27 Prospectus – First American Money Market Funds
Class D Shares                                

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information 

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

We may collect the following nonpublic personal information about you:

● Information about your identity, such as your name, address, and social security number.

● Information about your transactions with us.

● Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information

We gather nonpublic personal information about you and your accounts so that we can:

● Know who you are and prevent unauthorized access to your information.

● Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the First American Family of Funds

 

NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds

P.O. Box 1330

Minneapolis, MN 55440-1330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus)

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

 

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.


 

 

 

 

 

SEC file number: 811-23751

 

 

 

 

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Class P Shares

 

FUND TICKER SYMBOLS
   
Government Obligations Fund [___]
 
Treasury Obligations Fund [___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summaries 1
Government Obligations Fund 1
Treasury Obligations Fund 4
Additional Summary Information 7
More about the Funds 8
Investment Objectives 8
Principal Investment Strategies 8
Other Investment Strategies 9
Principal Investment Risks 10
Description of Principal Investment Risks 10
Disclosure of Portfolio Holdings 12
Fund Management 13
Investment Adviser 13
Portfolio Managers 14

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information 15
Pricing of Fund Shares 15
Share Classes 15
Determining Your Share Price 16
Purchasing and Redeeming Fund Shares 16
Additional Information on Purchasing and Redeeming Fund Shares 18
Dividends and Distributions 19
Taxes 19
Additional Payments to Institutions 19
Staying Informed 20
Financial Highlights 21

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees 

(fees paid directly from your investment) 

Class P
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.11%
Total Annual Fund Operating Expenses 0.21%
Less Fee Waivers1 (0.03)%
Net Expenses1 0.18%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.18%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class P
1 year $  18
3 years $  65
5 years $115
10 years $265

 

  1 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class P shares which was adopted by the Class P shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.58%
Worst Quarter: Quarter ended December 31, 2020* 0.01%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception   Since
AS OF 12/31/20 Date One Year Inception
Government Obligations Fund — Class P 12/18/17 0.38% 1.40%

 

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.02%.

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 7 of the prospectus.

 

  3 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)
Class P
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.11%
Total Annual Fund Operating Expenses 0.21%
Less Fee Waivers1 (0.03)%
Net Expenses1 0.18%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.18%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 , at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class P
1 year $  18
3 years $  65
5 years $115
10 years $265

 

  4 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  5 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class P shares which was adopted by the Class P shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.57%
Worst Quarter: Quarter ended December 31, 2020* 0.01%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS   Inception   Since
AS OF 12/31/20   Date One Year Inception
Treasury Obligations Fund — Class P   12/18/17 0.37% 1.40%

  

  1 Total return for the period 1/1/21 through 9/30/21 was 0.02%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 7 of the prospectus.

 

  6 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem shares of the funds on any business day through various financial intermediaries authorized to offer Class P shares on their investment platforms or portals. A financial intermediary may require a minimum initial and/or additional investment amount. Class P shares are not available for purchase directly from the funds.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

Dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  7 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

More about the Funds

 

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

  8 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Treasury Obligations Fund

 

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds

 

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

  9 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

 

More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund 

● Credit Risk   ● Market Risk
● Cybersecurity Risk   ● Redemption Risk
● Income Risk   ● Regulatory Risk
● Interest Rate Risk   ● Repurchase Agreement Risk
● Liquidity Risk      

 

Treasury Obligations Fund 

● Credit Risk   ● Market Risk
● Cybersecurity Risk   ● Redemption Risk
● Income Risk   ● Regulatory Risk
● Interest Rate Risk   ● Repurchase Agreement Risk
● Liquidity Risk      

 

Description of Principal Investment Risks

 

Credit Risk.     The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk.     With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

  10 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

Income Risk.     The level of income you receive from the fund will be affected by movements in short-term interest rates. Because the funds invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk.     The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

Liquidity Risk.     The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk.     Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk.     If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk.     Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk.     If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

  11 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

More about the Funds

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

  12 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of September 30, 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

  Management fee
as a % of average
daily net assets
Government Obligations Fund 0.05%
Treasury Obligations Fund 0.05%

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services.     U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.13%, on an annual basis, of the aggregate average daily net assets attributable to Class P shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

  13 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Fund Management

 

Investment Adviser continued

 

Custody Services.     U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Transfer Agency Services.     Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation.     To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  14 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Shareholder Information

 

Pricing of Fund Shares

 

The funds utilize the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). You will not earn a dividend on the day a redemption order is accepted.

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early, a fund may also close trading early.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Additional Information on Purchasing and Redeeming Fund Shares — Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class P shares.

 

Class P shares are offered at NAV, with no front-end or contingent deferred sales charge and no distribution (12b-1) or shareholder servicing fee.

 

  15 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Shareholder Information

 

Share Classes continued

 

You may only become a shareholder in Class P shares through various financial intermediaries authorized to offer Class P shares on their investment platforms or portals. Class P shares are not available for purchase directly from the funds.

 

A financial intermediary may require a minimum initial and/or additional investment amount. Some financial intermediaries may charge a transaction-based fee for helping you purchase or redeem shares or an asset-based fee. Contact your financial intermediary for more information.

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website.

 

Your purchase or redemption price for Class P shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. You may purchase or redeem shares by calling your financial institution. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the funds on any business day through your financial intermediary. Additional information on redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

  16 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions.     Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

Purchases In-Kind.     Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary or Investor Services at 800 677-3863.

 

Redemptions In-Kind.     Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will typically select a representative basket of securities and will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

  17 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the time specified in the table below on each business day that the funds are open, except that the NAV is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

 

  Deadline for orders to be
received in order to receive
the current day’s NAV
Government Obligations Fund 3:45 p.m. Central time
Treasury Obligations Fund 3:45 p.m. Central time

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Transactions through Financial Intermediaries

 

Each fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

  18 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Shareholder Information

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

Dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to investment professionals, participating institutions and “one-stop” mutual fund networks (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; reimbursement of ticket or operational charges (fees that an institution charges its representatives for effecting transactions in fund shares); lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

  19 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Shareholder Information

 

Additional Payments to Institutions continued

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

  20 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

 

Financial Highlights 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [         ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The tables that follow present performance information about the Class P shares and Class A shares of the Predecessor Fund. Class A shares are offered through another prospectus. Class P shares and Class A shares of the Predecessor Fund are invested in the same portfolio of securities; however, Class P shares are expected to have lower operating expenses than Class A shares. The Financial Highlights table is intended to help you understand the Predecessor Fund's financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund's financial statements, is included in the Predecessor Fund's Annual Report, which is available upon request.

 

  21 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

Financial Highlights

 

Government Obligations Fund

 

 

 

Fiscal year ended August 31,

Class P Shares

 

 

2021

 

 

 

2020

 

 

 

2019

 

 

 

20181

 

Per Share Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Asset Value, Beginning of Period

 

$

1.00

 

 

$

1.00

 

 

$

1.00

 

 

$

1.00

 

Net Investment Income

 

 

0.000

2

 

 

0.009

 

 

 

0.022

 

 

 

0.011

 

Distributions (from net investment income)

 

 

(0.000

) 2

 

 

(0.009

)

 

 

(0.022

)

 

 

(0.011

)

Distributions (for net realized gains on investments)

 

 

(0.000

) 2

 

 

(0.000

)2

 

 

—

 

 

 

—

 

Net Asset Value, End of Period

 

$

1.00

 

 

$

1.00

 

 

$

1.00

 

 

$

1.00

 

Total Return3

 

 

0.03

%

 

 

0.95

%

 

 

2.23

%

 

 

1.08

%

                                 

Ratios/Supplemental Data

 

               

 

 

 

 

 

 

 

Net Assets, End of Period (000)

 

$

1,085,102

 

 

$

895,022

 

 

$

2,085,704

 

 

$

20

 

Ratio of Expenses to Average Net Assets

 

 

0.05

%

 

 

0.15

%

 

 

0.15

%

 

 

0.16

%

Ratio of Net Investment Income to Average Net Assets

 

 

0.03

%

 

 

1.19

%

 

 

2.19

%

 

 

1.52

%

Ratio of Expenses to Average Net Assets (excluding waivers)

 

 

0.22

%

 

 

0.23

%

 

 

0.23

%

 

 

0.23

%

Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)

 

 

(0.14

)%

 

 

1.11

%

 

 

2.11

%

 

 

1.45

%

1

Commenced operations on December 18, 2017.

2

Rounds to zero.

3

Total return would have been lower had certain expenses not been waived.

 

  22 Prospectus – First American Money Market Funds
     Class P Shares

 

 

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,
Class A Shares   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008       0.001
Distributions (from net investment income)     (0.000 ) 1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distributions (for net realized gains on investments)     (0.000 )1     (0.000 )1     —     —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.62 %     0.76 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 298,968     $ 271,822     $ 238,531     $ 354,127     $ 313,106  
Ratio of Expenses to Average Net Assets     0.09 %     0.55 %     0.75 %     0.75 %     0.62 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.56 %     1.58 %     0.76 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.77 %     0.77 %     0.77 %     0.79 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 ) %     0.34 %     1.56 %     0.74 %     (0.10 )%

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

23

Prospectus – 

First American Money Market Funds

Class P Shares

 

 

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,
Class P Shares     2021       2020       2019       20181  
Per Share Data                                
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 2     0.009       0.022       0.011  
Distributions (from net investment income)     (0.000 ) 2     (0.009 )     (0.022 )     (0.011 )
Distributions (for net realized gains on investments)     —       (0.000 )2     —       —  
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return3     0.03 %     0.94 %     2.23 %     1.07 %
                                 
Ratios/Supplemental Data                                
Net Assets, End of Period (000)   $ 2,511,825     $ 94,546     $ 921,110     $ 20  
Ratio of Expenses to Average Net Assets     0.05 %     0.15 %     0.15 %     0.16 %
Ratio of Net Investment Income to Average Net Assets     0.02 %     1.45 %     2.16 %     1.52 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.22 %     0.23 %     0.23 %     0.23 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.15) %     1.37 %     2.08 %     1.45 %

1 Commenced operations on December 18, 2017.
2 Rounds to zero.
3 Total return would have been lower had certain expenses not been waived.

 

 

24

Prospectus – 

First American Money Market Funds

Class P Shares

 

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,
Class A Shares   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008     0.001
Distributions (from net investment income)     (0.000 )1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distribution (for net realized gains on investments)     —     (0.000 )1     —       —     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.61 %     0.77 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 200,750     $ 175,572     $ 246,012     $ 185,799     $ 239,773  
Ratio of Expenses to Average Net Assets     0.09 %     0.51 %     0.75 %     0.75 %     0.60 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.51 %     1.60 %     0.75 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.78 %     0.78 %     0.79 %     0.80 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 ) %     0.24 %     1.57 %     0.71 %     (0.13 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

25

Prospectus – 

First American Money Market Funds

Class P Shares

 

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

We may collect the following nonpublic personal information about you:

●Information about your identity, such as your name, address, and social security number.

●Information about your transactions with us.

●Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information

We gather nonpublic personal information about you and your accounts so that we can:

●Know who you are and prevent unauthorized access to your information.

●Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the

First American Family of Funds

 

  NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds 

P.O. Box 1330 

Minneapolis, MN 55440-1330

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(GRAPHIC) 

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.



 

SEC file number: 811-23751

 

 

 

 

image  

Class T Shares

 

FUND

TICKER SYMBOLS

 

 

Government Obligations Fund

[___]

 

 

 

Institutional Prime Obligations Fund

[___]

 

 

 

Retail Prime Obligations Fund

[___]

 

 

 

Retail Tax Free Obligations Fund

[___]

 

 

 

Treasury Obligations Fund

[___]

 

 

 

U.S. Treasury Money Market Fund

[___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summaries

1

Government Obligations Fund

1

Institutional Prime Obligations Fund

4

Retail Prime Obligations Fund

8

Retail Tax Free Obligations Fund

12

Treasury Obligations Fund

16

U.S. Treasury Money Market Fund

19

Additional Summary Information

22

More about the Funds

23

Investment Objectives

23

Principal Investment Strategies

23

Other Investment Strategies

27

Principal Investment Risks

28

Description of Principal Investment Risks

29

Disclosure of Portfolio Holdings

31

Fund Management

32

Investment Adviser

32

Portfolio Managers

33

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information

34

Shareholder Eligibility

34

Pricing of Fund Shares

34

Share Classes

36

Shareholder Servicing Plan

36

Determining Your Share Price

36

Purchasing and Redeeming Fund Shares

37

Additional Information on Purchasing and Redeeming Fund Shares

38

Dividends and Distributions

41

Taxes

42

Additional Payments to Institutions

43

Staying Informed

43

Financial Highlights

44

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)

Class T

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.20%

Miscellaneous

0.11%

Total Annual Fund Operating Expenses

0.41%

Less Fee Waivers1

(0.01)%

Net Expenses1

0.40%

  

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.40%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

  

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class T
1 year $  41
3 years $131
5 years $229
10 years $517

 

  1 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

 

  2 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund by showing changes in the fund’s performance (for Class A shares). The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s Class A share performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated. The bar chart does not reflect sales loads as none are applicable to Class T shares. Class T shares of the predecessor fund have commenced operations, but such shares do not yet have a full calendar year of performance. As such, performance information is based on the performance of Class A shares, an existing class of the predecessor fund. Performance information for Class T shares will be provided after such shares have one full calendar year of performance.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1
 
 
Best Quarter: Quarter ended June 30, 2019 0.43%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS2 Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Government Obligations Fund — Class A 9/24/01 0.18% 0.60% 0.30%

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.
  2 This table shows the average annual total returns of the fund’s Class A shares. Although Class A and Class T shares would have similar average annual total returns (because all the fund’s shares represent interests in the same portfolio of securities), Class A and Class T average annual total returns would differ to the extent that Class A and Class T are subject to different expenses.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 

  3 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund

 

Investment Objective

 

Institutional Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)

Class T

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.20%

Miscellaneous

0.16%

Total Annual Fund Operating Expenses

0.46%

Less Fee Waivers1

(0.06)%

Net Expenses1

0.40%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.40%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class T
1 year $  41
3 years $142
5 years $252
10 years $573

  

  4 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Principal Investment Strategies

 

Institutional Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Because the share price of the fund will fluctuate, when you sell your shares they may be worth more or less than what you originally paid for them. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

 

  5 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

 

  6 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Institutional Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class T shares which was adopted by the Class T shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.58%
Worst Quarter: Quarter ended December 31, 2020* (0.01)%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Institutional Prime Obligations Fund2 9/24/01 0.34% 0.98% 0.49%

 

1   Total return for the period 1/1/21 through 9/30/21 was (0.01)%.
2   Prior to October 14, 2016, the fund was named Prime Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 

  7 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund

 

Investment Objective

 

Retail Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)

Class T

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.20%

Miscellaneous

0.13%

Total Annual Fund Operating Expenses

0.43%

Less Fee Waivers1

(0.03)%

Net Expenses1

0.40%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.40%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class T
1 year $  41
3 years $135
5 years $238
10 years $539

 

  8 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Principal Investment Strategies

 

Retail Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

 

  9 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

 

  10 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class T shares which was adopted by the Class T shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.56%
Worst Quarter: Quarter ended December 31, 2020* 0.13%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS   Inception   Since
AS OF 12/31/20   Date One Year Inception
Retail Prime Obligations Fund   7/18/16 0.36% 1.13%

 

1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 

  11 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund

 

Investment Objective

 

Retail Tax Free Obligations Fund’s objective is to seek maximum current income exempt from federal income taxes consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)

Class T

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.20%

Miscellaneous

0.20%

Total Annual Fund Operating Expenses

0.50%

Less Fee Waivers1

(0.10)%

Net Expenses1

0.40%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.40%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class T
1 year $  41
3 years $150
5 years $270
10 years $619

 

  12 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Retail Tax Free Obligations Fund invests at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●

general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●

revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

  13 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Tax Risk — In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by the fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk — Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the fund invests only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  14 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund by showing changes in the fund’s performance (for Class A shares). The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s Class A share performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated. The bar chart does not reflect sales loads as none are applicable to Class T shares. Class T shares of the predecessor fund have commenced operations, but such shares do not yet have a full calendar year of performance. As such, performance information is based on the performance of Class A shares, an existing class of the predecessor fund. Performance information for Class T shares will be provided after such shares have one full calendar year of performance.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Tax Free Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1
 
 
Best Quarter: Quarter ended June 30, 2019 0.24%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS2 Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Retail Tax Free Obligations Fund — Class A 9/24/01 0.23% 0.36% 0.18%

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.
  2 This table shows the average annual total returns of the fund’s Class A shares. Although Class A and Class T shares would have similar average annual total returns (because all the fund’s shares represent interests in the same portfolio of securities), Class A and Class T average annual total returns would differ to the extent that Class A and Class T are subject to different expenses.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  15 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class T
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:  
Shareholder Servicing Fee 0.20%
Miscellaneous 0.12%
Total Annual Fund Operating Expenses 0.42%
Less Fee Waivers1 (0.02)%
Net Expenses1 0.40%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.40%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class T
1 year $  41
3 years $133
5 years $233
10 years $528

 

  16 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  17 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund by showing changes in the fund’s performance (for Class A shares). The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s Class A share performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated. The bar chart does not reflect sales loads as none are applicable to Class T shares. Class T shares of the predecessor fund have commenced operations, but such shares do not yet have a full calendar year of performance. As such, performance information is based on the performance of Class A shares, an existing class of the predecessor fund. Performance information for Class T shares will be provided after such shares have one full calendar year of performance.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1
 
 
Best Quarter: Quarter ended June 30, 2019 0.42%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS2 Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Treasury Obligations Fund — Class A 9/24/01 0.18% 0.60% 0.30%

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.
  2 This table shows the average annual total returns of the fund’s Class A shares. Although Class A and Class T shares would have similar average annual total returns (because all the fund’s shares represent interests in the same portfolio of securities), Class A and Class T average annual total returns would differ to the extent that Class A and Class T are subject to different expense.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  18 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Investment Objective

 

U.S. Treasury Money Market Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class T
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:  
Shareholder Servicing Fee 0.20%
Miscellaneous 0.14%
Total Annual Fund Operating Expenses 0.44%
Less Fee Waivers1 (0.04)%
Net Expenses1 0.40%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.40%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class T
1 year $  41
3 years $137
5 years $242
10 years $551

 

  19 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Principal Investment Strategies

 

U.S. Treasury Money Market Fund invests exclusively in direct obligations of the U.S. Treasury. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  20 Prospectus – First American Money Market Funds
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Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund by showing changes in the fund’s performance (for Class A shares). The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s Class A share performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated. The bar chart does not reflect sales loads as none are applicable to Class T shares. Class T shares of the predecessor fund have commenced operations, but such shares do not yet have a full calendar year of performance. As such, performance information is based on the performance of Class A shares, an existing class of the predecessor fund. Performance information for Class T shares will be provided after such shares have one full calendar year of performance.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, U.S. Treasury Money Market Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class A shares which was adopted by the Class A shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1
 
 
Best Quarter: Quarter ended March 31, 2019 0.42%
Worst Quarter: Quarter ended September 30, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS2 Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
U.S. Treasury Money Market Fund — Class A 10/25/04 0.17% 0.58% 0.29%

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.
  2 This table shows the average annual total returns of the fund’s Class A shares. Although Class A and Class T shares would have similar average annual total returns (because all the fund’s shares represent interests in the same portfolio of securities), Class A and Class T average annual total returns would differ to the extent that Class A and Class T are subject to different expenses.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 

21

 

Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem Class T shares of the funds on any business day. If you have an account directly with the funds, you can purchase or redeem shares by contacting Investor Services at 800 677-3863. You may also become a shareholder by establishing an account through various financial intermediaries authorized to offer Class T shares. Investments in Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are limited to accounts beneficially owned by natural persons.

 

Class T shares are only available to corporations; private banks and trust companies (including, without limitation, when acting as a fiduciary, trustee and/or agent); endowments and foundations; individual retirement accounts, defined contribution, defined benefit and other employer-sponsored plans; wrap or advisory accounts of broker-dealers and registered investment advisers that charge an asset-based fee; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Retail Tax Free Obligations Fund intends to pay interest that is exempt from federal income tax, including the federal alternative minimum tax, although a portion of the fund’s distributions may not be tax-exempt.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  22 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

 

More about the Funds

 

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

  23 Prospectus – First American Money Market Funds
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More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, have obtained the approval of the fund’s board of trustees to continue to hold the security.

 

  24 Prospectus – First American Money Market Funds
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More about the Funds

 

Principal Investment Strategies continued

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Prime Obligations Fund

 

Retail Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

  25 Prospectus – First American Money Market Funds
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More about the Funds

 

Principal Investment Strategies continued

 

Retail Tax Free Obligations Fund

 

Under normal market conditions, Retail Tax Free Obligations Fund pursues its objective by investing at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax. Under abnormal market conditions, the fund may invest more than 20% of its total assets in such taxable securities, as conditions dictate. This may prevent the fund from achieving its goal of providing maximum current income exempt from federal income taxes.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Treasury Obligations Fund

 

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

  26 Prospectus – First American Money Market Funds
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More about the Funds

 

Principal Investment Strategies continued

 

U.S. Treasury Money Market Fund

 

U.S. Treasury Money Market Fund pursues its objective by investing exclusively in direct obligations of the U.S. Treasury. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds

 

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If a fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

 

27

 

Prospectus – First American Money Market Funds
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More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund

 

●     Credit Risk 

●     Cybersecurity Risk 

●     Income Risk 

●     Interest Rate Risk 

●     Liquidity Risk 

●     Market Risk 

●     Redemption Risk 

●     Regulatory Risk 

●     Repurchase Agreement Risk 

 

Institutional Prime Obligations Fund

 

●     Banking Industry Risk 

●     Credit Risk 

●     Cybersecurity Risk 

●     Foreign Security Risk 

●     Income Risk 

●     Interest Rate Risk 

●     Liquidity Risk 

●     Market Risk 

●     Municipal Security Risk 

●     Redemption Risk 

●     Regulatory Risk 

●     Repurchase Agreement Risk 

●     Variable Rate Demand Note (VRDN) Risk 

 

Retail Prime Obligations Fund

 

●     Banking Industry Risk 

●     Credit Risk 

●     Cybersecurity Risk 

●     Foreign Security Risk 

●     Income Risk 

●     Interest Rate Risk 

●     Liquidity Risk

●     Market Risk 

●     Municipal Security Risk 

●     Redemption Risk 

●     Regulatory Risk 

●     Repurchase Agreement Risk 

●     Variable Rate Demand Note (VRDN) Risk 

 

Retail Tax Free Obligations Fund

 

●     Credit Risk 

●     Cybersecurity Risk 

●     Income Risk 

●     Interest Rate Risk 

●     Liquidity Risk 

●     Market Risk

●     Municipal Security Risk 

●     Redemption Risk 

●     Regulatory Risk 

●     Tax Risk 

●       Tender Option Bond (TOB) Risk  

●     Variable Rate Demand Note (VRDN) Risk
 

 

Treasury Obligations Fund

 

●     Credit Risk 

●     Cybersecurity Risk 

●     Income Risk 

●     Interest Rate Risk 

●     Liquidity Risk 

●     Market Risk 

●     Redemption Risk 

●     Regulatory Risk 

●     Repurchase Agreement Risk 

 

U.S. Treasury Money Market Fund

 

●     Credit Risk 

●     Cybersecurity Risk 

●     Income Risk 

●     Interest Rate Risk 

●     Liquidity Risk 

●     Market Risk 

●     Redemption Risk 

●     Regulatory Risk 

 

  28 Prospectus – First American Money Market Funds
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More about the Funds

 

Description of Principal Investment Risks

 

Banking Industry Risk. An adverse development in the banking industry (domestic or foreign) may affect the value of Institutional Prime Obligations Fund’s and Retail Prime Obligations Fund’s investments more than if the fund was not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal and monetary policy and general economic cycles. For example, deteriorating economic and business conditions can disproportionately impact companies in the banking industry due to increased defaults on payments by borrowers. Moreover, political and regulatory changes can affect the operations and financial results of companies in the banking industry, potentially imposing additional costs and expenses or restricting the types of business activities of these companies.

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value (NAV), impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Foreign Security Risk. The foreign securities in which Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Political or social instability or diplomatic developments could adversely affect the securities. There is also the risk of possible withholding taxes, seizure of foreign deposits, currency controls, interest limitations, or other governmental restrictions which might affect the payment of principal or interest on securities owned by the fund. In addition, there may be less public information available about foreign corporations and foreign banks and their branches. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt

 

  29 Prospectus – First American Money Market Funds
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More about the Funds

 

Description of Principal Investment Risks continued

 

markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because Government Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security or additionally for Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, because a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk. The value of municipal securities owned by Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate

 

  30 Prospectus – First American Money Market Funds
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More about the Funds

 

Description of Principal Investment Risks continued

 

sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

For Institutional Prime Obligations Fund and Retail Prime Obligations Fund, if the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price. Securities purchased by the fund under a repurchase agreement may include securities that the fund is not otherwise permitted to purchase directly, such as long-term government bonds, investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. The value of these securities may be more volatile or less liquid than the securities the fund is permitted to purchase directly, which increases the risk that the fund will be unable to recover fully in the event of the seller’s default.

 

Tax Risk. In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by Institutional Prime Obligations Fund, Retail Prime Obligations Fund or Retail Tax Free Obligations Fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk. Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the funds invest only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk. Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the funds invest only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

  31 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [____], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

 

Management fee as a % of
average daily net assets

Government Obligations Fund

0.05%

Institutional Prime Obligations Fund

0.07%

Retail Prime Obligations Fund

0.10%

Retail Tax Free Obligations Fund

0.05%

Treasury Obligations Fund

0.05%

U.S. Treasury Money Market Fund

0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.13%, on an annual basis, of the aggregate average daily net assets attributable to Class T shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion

 

  32 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Fund Management

 

Investment Adviser continued

 

of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

Custody Services. U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Shareholder Servicing Fees. Each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.20% of its average daily net assets attributable to Class T shares for providing or arranging for the provision of shareholder services to the holders of its Class T shares.

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  33 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Shareholder Eligibility

 

Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are “retail” money market funds as defined under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”). As retail money market funds, shareholders must be “natural persons.” Natural persons are permitted to invest in the Retail Prime Obligations Fund through certain tax-advantaged savings accounts, trusts and other retirement and investment accounts, including, for example: (1) participant-directed defined contribution plans; (2) individual retirement accounts; (3) simplified employee pension arrangements; (4) SIMPLE retirement accounts; (5) custodial accounts; (6) deferred compensation plans for government or tax-exempt organization employees; (7) Archer medical savings accounts; (8) college savings plans; (9) health savings account plans; (10) ordinary trusts and estates of natural persons; or (11) certain other retirement and investment accounts having an institutional decision maker (e.g., a plan sponsor in certain retirement arrangements or an investment adviser managing discretionary investment accounts).

 

In order to make an initial investment in the Retail Prime Obligations Fund or Retail Tax Free Obligations Fund, you must furnish to the fund, or your financial intermediary, if any, an account application that provides certain information (e.g., Social Security Number or government-issued identification, such as a driver’s license or passport) that confirms your eligibility to invest in the fund. The fund will refuse to open an account or require a financial intermediary to refuse to open an account if you fail to (1) provide a Social Security Number or other government-issued identification (e.g., a driver’s license or passport); or (2) certify that such number or other information is correct (if required to do so under applicable law).

 

Pricing of Fund Shares

 

Each Fund other than Institutional Prime Obligations Fund

 

Each fund other than Institutional Prime Obligations Fund utilizes the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the

 

  34 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the fund or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund prices and transacts in its shares at a floating NAV, rounded to the fourth decimal place (i.e., $1.0000). The fund’s NAV is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The fund’s investments for which market quotations are readily available will be valued at market value on the basis of quotations furnished by a pricing service or provided by securities dealers. If market quotations are not readily available, or if the adviser believes that such quotations do not accurately reflect market prices, the fair value of the fund’s investments will be determined in good faith based upon valuation procedures established by the board. Short-term debt obligations maturing in sixty days or less may be valued at amortized cost where the adviser believes that it approximates market value.

 

The NAV per share of each share class of the fund is calculated at 8:00 a.m., 11:00 a.m. and 2:00 p.m. Central time (each an “NAV calculation time”) on each business day that the fund is open. If a purchase order is received on a business day by 2:00 p.m. Central time and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after 2:00 p.m. Central time, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by 2:00 p.m. Central time but an anticipated wire payment is not received by the fund by the close of the Federal Reserve wire transfer system that same day (normally, 5:00 p.m. Central time), your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, or by the fund’s transfer agent or custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent by one of the NAV calculation times listed above. Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

Your purchase or redemption price will be based on the NAV per share next calculated after your order is received by the fund or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form. Purchase and redemption orders received after an NAV calculation time specified above, including an Early Close (as such term is defined under “Other Pricing Information” below), will be processed at the next NAV calculation time.

 

  35 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

Other Pricing Information

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early (an “Early Close”), a fund may also close trading early.

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class T shares. Class T shares are offered at NAV, with no front-end or contingent deferred sales charge, but with an annual shareholder servicing fee of 0.20%.

 

Class T shares are only available to corporations; private banks and trust companies (including, without limitation, when acting as a fiduciary, trustee and/or agent); endowments and foundations; individual retirement accounts, defined contribution, defined benefit and other employer-sponsored plans; wrap or advisory accounts of broker-dealers and registered investment advisers that charge an asset-based fee; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

Shareholder Servicing Plan

 

Each fund also has adopted a non-Rule 12b-1 shareholder servicing plan and agreement with respect to its Class T shares. Under this plan and agreement, each fund pays U.S. Bancorp Asset Management Inc. a shareholder servicing fee at an annual rate of 0.20% of average daily Class T share net assets for providing or arranging for the provision of shareholder services to the holders of Class T shares. No distribution-related services are provided under this plan and agreement.

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website.

 

Your purchase or redemption price for Class T shares is the fund’s next determined NAV after the fund, or its designated agent, receives your order in proper form. To understand how the fund calculates its NAV, see “Additional Information on Purchasing and Redeeming Fund Shares – Calculating Net Asset Value” below.

 

  36 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the funds on any business day by calling your financial intermediary. Additional information on purchasing or redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●

if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●

for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●

for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●

for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

As discussed below under “Additional Information on Purchasing and Redeeming Fund Shares – Liquidity Fees and Redemption Gates,” each fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

  37 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

In addition, for each fund other than Institutional Prime Obligations Fund, in the unlikely event that the fund’s board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between the fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

As discussed below under “Additional Information on Purchasing and Redeeming Fund Shares – Liquidity Fees and Redemption Gates,” with respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, each fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

Additional Information on Purchasing and
Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the times specified in the table below on each business day that the funds are open, except that the NAV for Government Obligations Fund, Retail Prime Obligations Fund and Treasury Obligations Fund is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

 

 

Deadline for orders to be
received in order to receive
the current day’s NAV

Government Obligations Fund

3:45 p.m. Central time

Institutional Prime Obligations Fund

8:00 a.m., 11:00 a.m., and 2:00 p.m. Central time

Retail Prime Obligations Fund

3:45 p.m. Central time

Retail Tax Free Obligations Fund

11:30 a.m. Central time

Treasury Obligations Fund

3:45 p.m. Central time

U.S. Treasury Money Market Fund

12:30 p.m. Central time

 

  38 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the fund will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Transactions through Financial Intermediaries

 

Each fund other than Institutional Prime Obligations Fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Financial intermediaries are required to adopt and implement policies, procedures and internal controls reasonably designed to limit all beneficial owners of Retail Prime Obligations Fund and Retail Tax Free Obligations Fund to natural persons and, upon request, provide satisfactory evidence that they have such policies, procedures and internal controls in place. In addition, a financial intermediary is required to involuntarily redeem its customers that do not satisfy the eligibility requirements as set forth above. The funds reserve the right to redeem shares in any account that it cannot confirm to its satisfaction is beneficially owned by natural persons, after providing advance notice.

 

For Institutional Prime Obligations Fund, financial intermediaries may transmit purchase and redemption orders to the fund’s transfer agent on your behalf. Financial intermediaries are not permitted to serve as the fund’s agent for the receipt of purchase and redemption orders. The fund will be deemed to have received a purchase or redemption order once the order is accepted in proper form by the fund’s transfer agent, which may not occur on the day you submitted the order to your financial intermediary. Your purchase or redemption order will be

 

  39 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

priced at the fund’s current NAV next determined after it is accepted by the fund’s transfer agent. Financial intermediaries are not able to buy and sell shares of the fund through the National Securities Clearing Corporation. The fund, the adviser and their affiliates will not be responsible for any loss for orders that are not transmitted to the transfer agent by financial intermediaries on a timely basis.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

Liquidity Fees and Redemption Gates

 

With respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, the board of trustees is permitted to impose a liquidity fee on redemptions (up to 2%) or temporarily restrict redemptions from a fund for up to 10 business days during a 90 day period (a “redemption gate”), in the event that a fund’s weekly liquid assets fall below the following thresholds:

 

●

30% weekly liquid assets—If the weekly liquid assets of the fund falls below 30% of the fund’s total assets at any time, and the board determines it is in the best interests of the fund, the board may impose a liquidity fee of no more than 2% of the amount redeemed and/or a redemption gate that temporarily suspends the right of redemption. Such liquidity fee or redemption gate may be imposed as early as the same day on which the fund’s weekly liquid assets fall below 30% of its total assets and may occur before the end of the business day.

 

●

10% weekly liquid assets—If the weekly liquid assets of the fund falls below 10% of the fund’s total assets as of the end of a business day, the fund will impose, at the beginning of the next business day, a liquidity fee of 1% of the amount redeemed, unless the board determines that imposing such a fee would not be in the best interests of the fund or determines that a lower or higher fee (not to exceed 2%) would be in the best interests of the fund.

 

Liquidity fees and redemptions gates may be terminated at any time in the discretion of the board. Liquidity fees and redemptions gates will also terminate at the beginning of the next business day once the fund has invested 30% or more of its total assets in weekly liquid assets as of the end of a business day. The fund may only suspend redemptions for up to 10 business days in any 90-day period. If a fund’s weekly liquid assets fall below 10% of its total assets, the fund’s board may consider liquidating the fund.

 

  40 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

Weekly liquid assets generally include: (a) cash; (b) direct obligations of the U.S. Government; (c) certain U.S. Government agency discount notes with remaining maturities of 60 days or less; (d) securities that will mature or are subject to a demand feature that is exercisable and payable within five business days; or (e) amounts receivable and due unconditionally within five business days on pending sales of portfolio securities. For these purposes, weekly liquid assets are calculated as of the end of each business day.

 

If a fund imposes a redemption gate, the fund and your financial intermediary will not accept redemption orders until the fund has notified shareholders that the redemption gate has been lifted. Any redemption orders submitted while a redemption gate is in effect will be cancelled without further notice. If you still wish to redeem shares once the redemption gate has been lifted, you will need to submit a new redemption request to the fund or your financial intermediary. Unprocessed purchase orders that the fund received prior to notification of the imposition of a liquidity fee or redemption gate will be cancelled unless re-confirmed. Under certain circumstances, the fund may honor redemption orders (or pay redemptions without adding a liquidity fee to the redemption amount) if the fund can verify that the redemption order was submitted to the fund’s agent before the fund imposed liquidity fees or suspended redemptions.

 

The board generally expects that a liquidity fee or redemption gate would be imposed, if at all, during periods of extraordinary market stress. The board generally expects that a liquidity fee or redemption gate would be imposed only after the fund has notified financial intermediaries and shareholders that a liquidity fee or redemption gate will be imposed.

 

Announcements regarding the imposition of liquidity fees or redemption gates, or the termination of liquidity fees or redemption gates, will be filed with the SEC on Form N-CR and will be available on the website of the fund (http://www.firstamericanfunds.com). In addition, the fund will make such announcements through a supplement to its prospectuses and may make such announcements through a press release or by other means.

 

Liquidity fees are designed to transfer the costs of liquidating fund securities from shareholders who remain in a fund to those who leave the fund during periods when liquidity is scarce. Liquidity fees imposed by a fund will reduce the amount you will receive upon the redemption of your shares, and each fund generally expects such fees will generally decrease the amount of any capital gain or increase the amount of any capital loss you will recognize with respect to such redemption. Proceeds to a fund from liquidity fees may take the form of a return to shareholders as a distribution.

 

Financial intermediaries will be required to promptly take such actions reasonably requested by a fund, the transfer agent or USBAM to implement, modify or remove, or to assist the fund in implementing, modifying or removing, a liquidity fee or redemption gate established by the fund.

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

  41 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Dividends and Distributions continued

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Retail Tax Free Obligations Fund intends to meet certain federal tax requirements so that distributions of tax-exempt interest income may be treated as “exempt-interest dividends.” These dividends are not subject to regular federal tax. However, although it has no current intention of investing in municipal securities subject to the alternative minimum tax, the fund may invest up to 20% of its net assets in municipal securities the interest on which is subject to the federal alternative minimum tax. Any portion of exempt-interest dividends attributable to interest on these securities may increase some shareholders’ alternative minimum tax. While distributions of tax-exempt interest income are not subject to regular federal tax, they may be subject to state and local income tax. As described above, the Fund may invest up to 20% of its assets in taxable money market securities, and therefore the Fund may invest a portion of its assets in securities that generate income that is not exempt from federal or state income tax. Additionally, any capital gains distributed by the Fund may be taxable.

 

Because Institutional Prime Obligations Fund is subject to a floating NAV, a sale of shares of that fund may result in a capital gain or loss for you. In addition, if one of the other funds were not able to maintain a stable NAV, or were to impose a liquidity fee, redeeming shares of that fund would likely cause you to recognize a capital gain or loss. When you sell your shares of Institutional Prime Obligations Fund, or another fund if it were unable to maintain a stable NAV or impose a liquidity fee , you will generally recognize a capital gain or loss in an amount equal to the difference between your adjusted tax basis in the shares and the amount received. If you elect to adopt the NAV method of accounting, rather than compute gain or loss on every taxable disposition of fund shares, you will determine your gain or loss based on the change in the aggregate value of your fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss will be treated as short-term capital gain or loss. If you choose not to adopt a simplified “NAV method” of accounting, any such capital gain or loss is long-term or short-term depending on whether your holding period in the shares sold exceeds one year. Capital losses in any year are deductible only to the extent of capital gains, plus, in the case of a non-corporate taxpayer, generally $3,000 of income. Certain other special tax rules may apply to your capital gains or losses on fund shares.

 

Any liquidity fees you incur on shares redeemed will generally decrease the amount of any capital gain (or increase the amount of any capital loss) you recognize with respect to such redemption.

 

  42 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Shareholder Information

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to participating institutions (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds or other First American money market funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

  43 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

 

Financial Highlights

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [             ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request.

 

  44 Prospectus – First American Money Market Funds
Class T Shares                                

 

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,
Class T   20211  
Per Share Data      
Net Asset Value, Beginning of Period   $ 1.00    
Net Investment Income     0.000 2  
Distributions (from net investment income)     (0.000 )2  
Distributions (for net realized gains on investments)     (0.000 )2  
Net Asset Value, End of Period   $ 1.00    

Total Return3

    0.01 %  
           
Ratios/Supplemental Data          
Net Assets, End of Period (000)   $ 1,260,703    
Ratio of Expenses to Average Net Assets     0.08 %  
Ratio of Net Investment Income to Average Net Assets     0.01 %  
Ratio of Expenses to Average Net Assets (excluding waivers)     0.42 %  
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.33 )%  

 

1 Commenced operations on September 18, 2020.

2 Rounds to zero.

3 Total return would have been lower had certain expenses not been waived.

 

 

45

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,
Class A   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008       0.001
Distributions (from net investment income)     (0.000 ) 1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distributions (for net realized gains on investments)     (0.000 ) 1     (0.000 )1     —     —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.62 %     0.76 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 298,968     $ 271,822     $ 238,531     $ 354,127     $ 313,106  
Ratio of Expenses to Average Net Assets     0.09 %     0.55 %     0.75 %     0.75 %     0.62 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.56 %     1.58 %     0.76 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.77 %     0.77 %     0.77 %     0.79 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 )%     0.34 %     1.56 %     0.74 %     (0.10 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

46

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

 

 

Financial Highlights

 

Institutional Prime Obligations Fund*

 

    Fiscal year ended August 31,  
Class T   2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.0002     $ 1.0000     $ 1.0001     $ 1.0000     $ 1.0000  
Net Investment Income     0.0001       0.0088       0.0211       0.0134       0.0049  
Distributions (from net investment income)     (0.0001 )     (0.0088 )     (0.0211 )     (0.0134 )     (0.0049 )
Realized and unrealized (losses) on investments     (0.0002 )     0.0002       (0.0001 )     0.0001       0.0000 1
Distributions (from net realized gains on investments)     —     (0.0000 )1     —       —       (0.0000 )1
Net Asset Value, End of Period   $ 1.0000     $ 1.0002     $ 1.0000     $ 1.0001     $ 1.0000  
Total Return2     (0.01 )%     0.89 %     2.12 %     1.36 %     0.51 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 64,888     $ 64,166     $ 82,423     $ 77,695     $ 72,643  
Ratio of Expenses to Average Net Assets     0.16 %     0.38 %     0.40 %     0.40 %     0.40 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.91 %     2.11 %     1.36 %     0.38 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.45 %     0.46 %     0.48 %     0.50 %     0.53 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.28 )%     0.83 %     2.03 %     1.26 %     0.25 %

 

* Prior to October 14, 2016, the fund was named Prime Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

47

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

 

Financial Highlights

 

Retail Prime Obligations Fund 

 

    Fiscal year ended August 31,  
Class T   2021     2020     2019     2018     2017  
Per Share Data                                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.009       0.021       0.014       0.006  
Distributions (from net investment income)     (0.000 ) 1     (0.009 )     (0.021 )     (0.014 )     (0.006 )
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.01 %     0.91 %     2.14 %     1.39 %     0.60 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 1,380,925     $ 7     $ 7     $ 984     $ 162  
Ratio of Expenses to Average Net Assets     0.17 %     0.39 %     0.40 %     0.40 %     0.40 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.91 %     1.96 %     1.60 %     0.68 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.44 %     0.41 %     0.45 %     0.47 %     0.46 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.26 )%     0.90 %     1.91 %     1.53 %     0.62 %

 

1  Rounds to zero.

2  Total return would have been lower had certain expenses not been waived.

 

 

48

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

Financial Highlights

 

Retail Tax Free Obligations Fund*

 

    Fiscal year ended August 31,
Class T   20211  
Per Share Data      
Net Asset Value, Beginning of Period   $ 1.00    
Net Investment Income     0.000 2  
Distributions (from net investment income)     (0.000 )2  
Net Asset Value, End of Period   $ 1.00    

Total Return3

    0.01 %  
           
Ratios/Supplemental Data          
Net Assets, End of Period (000)   $ 331,979    
Ratio of Expenses to Average Net Assets     0.12 %  
Ratio of Net Investment Income to Average Net Assets     0.01 %  
Ratio of Expenses to Average Net Assets (excluding waivers)     0.50 %  
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.37 )%  

 

* Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

1 Commenced operations on September 18, 2020.

2 Rounds to zero.

3 Total return would have been lower had certain expenses not been waived.

 

 

49

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

 

Financial Highlights

 

Retail Tax Free Obligations Fund*

 

    Fiscal year ended August 31,
Class A   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.004       0.009       0.005       0.000 1
Distributions (from net investment income)     (0.000 )1     (0.004 )     (0.009 )     (0.005 )     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.41 %     0.85 %     0.47 %     0.05 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 41,394     $ 63,262     $ 31,081     $ 33,861     $ 32,171  
Ratio of Expenses to Average Net Assets     0.13 %     0.55 %     0.75 %     0.75 %     0.71 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.34 %     0.85 %     0.47 %     0.04 %
Ratio of Expenses to Average Net Assets (excluding waivers)8     0.84 %     0.84 %     0.88 %     0.87 %     0.92 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.70 ) %     0.05 %     0.72 %     0.35 %     (0.17 )%

 

*  Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

50

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,
Class T   20211  
Per Share Data      
Net Asset Value, Beginning of Period   $ 1.00    
Net Investment Income     0.000 2  
Distributions (from net investment income)     (0.000 )2  
Distribution (for net realized gains on investments)     —    
Net Asset Value, End of Period   $ 1.00    

Total Return3

    0.01 %  
           
Ratios/Supplemental Data          
Net Assets, End of Period (000)   $ 402,360    
Ratio of Expenses to Average Net Assets     0.08 %  
Ratio of Net Investment Income to Average Net Assets     0.01 %  
Ratio of Expenses to Average Net Assets (excluding waivers)     0.42 %  
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.33 )%  

 

1 Commenced operations on September 18, 2020.

2 Rounds to zero.

3 Total return would have been lower had certain expenses not been waived.

 

 

51

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,
Class A   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008     0.001
Distributions (from net investment income)     (0.000 )1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distribution (for net realized gains on investments)     —     (0.000 )1     —       —     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.61 %     0.77 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 200,750     $ 175,572     $ 246,012     $ 185,799     $ 239,773  
Ratio of Expenses to Average Net Assets     0.09 %     0.51 %     0.75 %     0.75 %     0.60 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.51 %     1.60 %     0.75 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.78 %     0.78 %     0.79 %     0.80 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 )%     0.24 %     1.57 %     0.71 %     (0.13 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

52

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

 

Financial Highlights

 

U.S. Treasury Money Market Fund

 

    Fiscal year ended August 31,
Class T   20211  
Per Share Data      
Net Asset Value, Beginning of Period   $ 1.00    
Net Investment Income     0.000 2  
Distributions (from net investment income)     (0.000 )2  
Distribution (for net realized gains on investments)     (0.000 )2  
Net Asset Value, End of Period   $ 1.00    

Total Return3

    0.01 %  
           
Ratios/Supplemental Data          
Net Assets, End of Period (000)   $ 110,639    
Ratio of Expenses to Average Net Assets     0.08 %  
Ratio of Net Investment Income to Average Net Assets     0.00 %  
Ratio of Expenses to Average Net Assets (excluding waivers)     0.43 %  
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.35 )%  

 

1 Commenced operations on September 18, 2020.

2 Rounds to zero.

3 Total return would have been lower had certain expenses not been waived.

 

 

53

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

Financial Highlights

 

U.S. Treasury Money Market Fund

 

    Fiscal year ended August 31,
Class A   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     —       0.005       0.016       0.007       0.001  
Distributions (from net investment income)     —       (0.005 )     (0.016 )     (0.007 )     (0.001 )
Distributions (from net realized gains on investments)     (0.000 ) 1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.53 %     1.57 %     0.74 %     0.06 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 55,228     $ 37,244     $ 45,660     $ 43,845     $ 33,310  
Ratio of Expenses to Average Net Assets     0.09 %     0.53 %     0.75 %     0.75 %     0.56 %
Ratio of Net Investment Income to Average Net Assets     0.00 %     0.51 %     1.57 %     0.75 %     0.04 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.79 %     0.79 %     0.81 %     0.82 %     0.83 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.70 )%     0.25 %     1.51 %     0.68 %     (0.23 )%

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

54

Prospectus – 

First American Money Market Funds
Class T Shares

 

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

We may collect the following nonpublic personal information about you:

 

●

Information about your identity, such as your name, address, and social security number.

●

Information about your transactions with us.

●

Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information

We gather nonpublic personal information about you and your accounts so that we can:

 

●

Know who you are and prevent unauthorized access to your information.

●

Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the 

First American Family of Funds

 

 

  NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE  

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds

P.O. Box 1330

Minneapolis, MN 55440-1330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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The Statement of Additional Information (SAI) provides more details about the fund and its policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the fund’s investments will be available in the fund’s annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the fund’s annual or semi-annual reports or the SAI, request other information about the fund, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the fund at the address above. Annual or semi-annual reports and the SAI will also be available on the fund’s Internet site at www.firstamericanfunds.com.

 

Reports and other information about the fund are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.


 

 

 

 

 

SEC file number: 811-23751

 

 

 

 

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Class U Shares

 

FUND TICKER SYMBOLS
   
Government Obligations Fund [___]
     

 

 

 

 

 

 

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summary 1
Government Obligations Fund 1
More about the Fund 5
Investment Objective 5
Principal Investment Strategies 5
Other Investment Strategies 6
Principal Investment Risks 6
Description of Principal Investment Risks 7
Disclosure of Portfolio Holdings 8
Fund Management 9
Investment Adviser 9
Portfolio Managers 10

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information 11
Pricing of Fund Shares 11
Share Classes 12
Determining Your Share Price 12
Purchasing and Redeeming Fund Shares 12
Additional Information on Purchasing and Redeeming Fund Shares 14
Dividends and Distributions 15
Taxes 15
Additional Payments to Institutions 15
Staying Informed 16
Financial Highlights 17

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

Fund Summary

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class U
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.11%
Total Annual Fund Operating Expenses 0.21%
Less Fee Waivers1 (0.09)%
Net Expenses1 0.12%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that the total annual fund operating expenses, after waivers, do not exceed 0.12%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class U
1 year $  12
3 years $  58
5 years $109
10 years $259

 

  1 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Fund Summary

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Fund Summary

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class U shares which was adopted by the Class U shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.58%
Worst Quarter: Quarter ended December 31, 2020* 0.01%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Government Obligations Fund — Class U     2/26/18 0.41% 1.44%

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.02%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

  3 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Fund Summary

 

Purchase and Sale of Fund Shares

 

Class U shares of the fund are only available for purchase or redemption by pension plan and other retirement or welfare benefit accounts established for the benefit of current or former employees of U.S. Bancorp and its subsidiaries. Shares are also available to mutual fund families and other registered investment companies for which U.S. Bank N.A. or U.S. Bank Global Fund Services provides fund servicing and which, in the aggregate, initially invest $250 million or greater in the fund. The fund reserves the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

Dividends you receive from the fund are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase the fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  4 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

More about the Fund

 

Investment Objective

 

The investment objective of the fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. The fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that the fund will achieve its objective.

 

Principal Investment Strategies

 

The fund’s principal investment strategies are discussed below. These are the strategies that the fund’s investment adviser believes are most likely to be important in trying to achieve the fund’s objective. You should be aware that the fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to the Fund

 

The fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that the fund’s investments mature within 397 days from the date of purchase and that the fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The fund may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the fund to consider some of these securities as having maturities shorter than their stated maturity dates. All of the fund’s investments must be in U.S. dollar-denominated high quality securities which have been determined by the fund’s adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, the fund may not invest more than 5% of its total assets in securities issued by the same issuer. The fund must comply with weekly liquidity standards that require the fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. The fund must also comply with daily liquidity standards that require the fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. The fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for the fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the fund may hold all or a significant portion of its total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the fund from meeting its investment objective.

 

  5 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

More about the Fund

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Other Investment Strategies

 

Other Money Market Funds

 

The fund may invest in other money market funds that invest in the same types of securities as the fund, as a non-principal investment strategy, including the other money market funds advised by the fund’s investment adviser. To avoid duplicative investment advisory fees, when the fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

Principal Investment Risks

 

The principal risks of investing in the fund are identified and further discussed below.

 

● Credit Risk ● Market Risk
● Cybersecurity Risk ● Redemption Risk
● Income Risk ● Regulatory Risk
● Interest Rate Risk ● Repurchase Agreement Risk
● Liquidity Risk    

 

  6 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

More about the Fund

 

Description of Principal Investment Risks

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, the fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause the fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the fund’s affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both the fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate the fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which the fund invests, which could result in material adverse consequences for such issuers, and may cause the fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because the fund invests solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, the fund may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

  7 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

More about the Fund

 

Description of Principal Investment Risks continued

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Disclosure of Portfolio Holdings

 

Information concerning the fund’s portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the fund’s website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. The fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, the fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the fund’s policies and procedures with respect to the disclosure of the fund’s portfolio securities is available in the fund’s SAI.

 

  8 Prospectus – First American Money Market Funds
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Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of September 30, 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the fund’s business and investment activities, subject to the authority of the fund’s board of trustees .

 

For the fund’s most recently completed fiscal year, the fund paid the investment adviser a monthly management fee equal to an annual rate of 0.05% of average daily net assets, after taking into account fee waivers, for providing investment advisory services to the fund.

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the fund’s investment advisory agreement will be included in the first shareholder report that covers the period in which the Fund commences operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the fund’s investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the fund as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the fund’s administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, the fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.15%, on an annual basis, of the aggregate average daily net assets attributable to Class U shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the fund may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

Custody Services. U.S. Bank provides custody services to the fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the fund up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the fund for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the fund in excess of $50 billion.

 

  9 Prospectus – First American Money Market Funds
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Fund Management

 

Investment Adviser continued

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the fund. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the fund may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the fund’s distributor as well as other payments from the fund’s distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The fund is managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  10 Prospectus – First American Money Market Funds
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Shareholder Information

 

Pricing of Fund Shares

 

The fund utilizes the amortized cost method of valuation to transact at a $1.00 share price. The fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the fund are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. The fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of the fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by the fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

You may purchase or redeem shares of the fund on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. The fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early, the fund may also close trading early.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the fund or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Additional Information on Purchasing and Redeeming Fund Shares — Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

  11 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Shareholder Information

 

Share Classes

 

The fund issues its shares in multiple classes. This prospectus offers Class U shares. Class U shares are offered at NAV, with no front-end or contingent deferred sales charge and no distribution (12b-1) or shareholder servicing fee.

 

Class U shares of the fund are only available for purchase or redemption by pension plan and other retirement or welfare benefit accounts established for the benefit of current or former employees of U.S. Bancorp and its subsidiaries. Shares are also available to mutual fund families and other registered investment companies for which U.S. Bank N.A. or U.S. Bank Global Fund Services provides fund servicing and which, in the aggregate, initially invest $250 million or greater in the fund.

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website.

 

Your purchase or redemption price for Class U shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the fund calculates its net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. You may purchase or redeem shares by calling your financial institution. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the fund on any business day through your financial intermediary. Additional information on redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The fund reserves the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If the fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

  12 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. The fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, in the unlikely event that the fund’s board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between the fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the fund reserves the right to permit you to purchase shares through the exchange of other securities that you own if consistent with the fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary or Investor Services at 800 677-3863.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the fund reserves the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by the fund is made in securities, the fund will typically select a representative basket of securities and will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

Calculating Net Asset Value

 

The fund generally calculates its NAV per share as of 3:45 p.m. Central time on each business day that the fund is open, except that the NAV is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

 

  13 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Frequent Trading of Fund Shares

 

The fund is designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the fund and increase fund expenses. However, given the short-term nature of the fund’s investments and its use of the amortized cost method for calculating the NAV of fund shares, the fund does not anticipate that in the normal case frequent or short-term trading into and out of the fund will have significant adverse consequences for the fund and its shareholders. Accordingly, the fund’s board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the fund’s shares.

 

Transactions through Financial Intermediaries

 

The fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the fund’s adviser, that have entered into agreements with the fund’s distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by the fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Escheatment

 

If your account is held directly with the fund and is later deemed “abandoned” or “unclaimed” under state law, the fund may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

  14 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Shareholder Information

 

Dividends and Distributions

 

The fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from the fund’s net investment income are declared daily and paid monthly. The fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. The fund may also make additional distributions for tax purposes if necessary.

 

If the fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the fund are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

Dividends you receive from the fund are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the fund will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to investment professionals, participating institutions and “one-stop” mutual fund networks (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summary” section of the prospectus because they are not paid by the fund.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; reimbursement of ticket or operational charges (fees that an institution charges its representatives for effecting transactions in fund shares); lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

  15 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Shareholder Information

 

Additional Payments to Institutions continued

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the fund through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the fund, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the fund’s SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the fund will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the fund does not send statements to individuals who have their shares held in an omnibus account.

 

  16 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Financial Highlights 

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [        ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The tables that follow present performance information about the Class U shares and Class A shares of the Predecessor Fund. Class A shares are offered through another prospectus. Class U shares and Class A shares of the Predecessor Fund are invested in the same portfolio of securities; however, Class U shares are expected to have lower operating expenses than Class A shares. The Financial Highlights table is intended to help you understand the Predecessor Fund's financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund's financial statements, is included in the Predecessor Fund's Annual Report, which is available upon request.

 

  17 Prospectus – First American Money Market Funds
Class U Shares        

 

 

 

 

Financial Highlights

 

Government Obligations Fund 

 

    Fiscal year ended August 31,
Class U Shares   2021     2020     2019     20181  
Per Share Data                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 2     0.010       0.022       0.009  
Distributions (from net investment income)     (0.000 ) 2     (0.010 )     (0.022 )     (0.009 )
Distributions (for net realized gains on investments)     (0.000 ) 2     (0.000 )2     —       —  
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return3     0.04 %     0.98 %     2.26 %     0.86 %
                                 
Ratios/Supplemental Data                                
Net Assets, End of Period (000)   $ 6,394,891     $ 4,901,273     $ 3,540,435     $ 125,744  
Ratio of Expenses to Average Net Assets     0.06 %     0.12 %     0.12 %     0.12 %
Ratio of Net Investment Income to Average Net Assets     0.04 %     0.87 %     2.28 %     1.72 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.22 %     0.23 %     0.23 %     0.24 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.12) %     0.76 %     2.17 %     1.60 %

 

1 Commenced operations on February 26, 2018. 

2 Rounds to zero

3 Total return would have been lower had certain expenses not been waived.

 

 

18

Prospectus – 

First American Money Market Funds

Class U Shares

  

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,
Class A Shares   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.016       0.008       0.001
Distributions (from net investment income)     (0.000 ) 1     (0.006 )     (0.016 )     (0.008 )     (0.001 )
Distributions (for net realized gains on investments)     (0.000 ) 1     (0.000 )1     —     —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  

Total Return2

    0.01 %     0.55 %     1.62 %     0.76 %     0.08 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 298,968     $ 271,822     $ 238,531     $ 354,127     $ 313,106  
Ratio of Expenses to Average Net Assets     0.09 %     0.55 %     0.75 %     0.75 %     0.62 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.56 %     1.58 %     0.76 %     0.07 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.77 %     0.77 %     0.77 %     0.77 %     0.79 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.67 )%     0.34 %     1.56 %     0.74 %     (0.10 )%

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

19

Prospectus – 

First American Money Market Funds

Class U Shares

  

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect 

We may collect the following nonpublic personal information about you: 

●Information about your identity, such as your name, address, and social security number.

●Information about your transactions with us.

●Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information 

We gather nonpublic personal information about you and your accounts so that we can: 

●Know who you are and prevent unauthorized access to your information.

●Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the First American Family of Funds

 

  NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE

 

THIS PAGE IS NOT PART OF THE PROSPECTUS 

 

 

 

First American Funds 

P.O. Box 1330 

Minneapolis, MN 55440-1330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(GRAPHIC)

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address:

 

publicinfo@sec.gov.



 

SEC file number: 811-23751

 

 

 

 

image  

 

Class V Shares

 

FUND

TICKER SYMBOLS

 

 

Government Obligations Fund

[___]

 

 

Institutional Prime Obligations Fund

[___]

 

 

Retail Prime Obligations Fund

[___]

 

 

Retail Tax Free Obligations Fund

[___]

 

 

Treasury Obligations Fund

[___]

 

 

U.S. Treasury Money Market Fund

[___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summaries

1

Government Obligations Fund

1

Institutional Prime Obligations Fund

4

Retail Prime Obligations Fund

8

Retail Tax Free Obligations Fund

12

Treasury Obligations Fund

16

U.S. Treasury Money Market Fund

19

Additional Summary Information

22

More about the Funds

23

Investment Objectives

23

Principal Investment Strategies

23

Other Investment Strategies

27

Principal Investment Risks

28

Description of Principal Investment Risks

29

Disclosure of Portfolio Holdings

31

Fund Management

32

Investment Adviser

32

Portfolio Managers

33

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information

34

Shareholder Eligibility

34

Pricing of Fund Shares

34

Share Classes

36

Shareholder Servicing Plan

36

Determining Your Share Price

37

Purchasing and Redeeming Fund Shares

37

Additional Information on Purchasing and Redeeming Fund Shares

39

Dividends and Distributions

42

Taxes

42

Additional Payments to Institutions

43

Staying Informed

44

Financial Highlights

45

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees

 

(fees paid directly from your investment)

Class V

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses

 

(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.10%

Miscellaneous

0.11%

Total Annual Fund Operating Expenses

0.31%

Less Fee Waivers1

(0.01)%

Net Expenses1

0.30%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.30%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class V
1 year $  31
3 years $  99
5 years $173
10 years $392

 

  1 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class V shares which was adopted by the Class V shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.54%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Government Obligations Fund 3/31/06 0.30% 0.91% 0.46%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  3 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund

 

Investment Objective

 

Institutional Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees

 

(fees paid directly from your investment)

Class V

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses

 

(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.10%

Miscellaneous

0.16%

Total Annual Fund Operating Expenses

0.36%

Less Fee Waivers1

(0.06)%

Net Expenses1

0.30%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.30%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class V
1 year $  31
3 years $110
5 years $196
10 years $450

 

  4 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Principal Investment Strategies

 

Institutional Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Because the share price of the fund will fluctuate, when you sell your shares they may be worth more or less than what you originally paid for them. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

  5 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  6 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Institutional Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class V shares which was adopted by the Class V shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.59%
Worst Quarter: Quarter ended December 31, 2020* (0.01)%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Institutional Prime Obligations Fund2 3/31/06 0.39% 1.07% 0.54%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.
2   Prior to October 14, 2016, the fund was named Prime Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  7 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund

 

Investment Objective

 

Retail Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees

 

(fees paid directly from your investment)

Class V

Maximum Sales Charge (Load)

None

Maximum Deferred Sales Charge (Load)

None

Annual Fund Operating Expenses

 

(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10%

Distribution and/or Service (12b-1) Fees

None

Other Expenses:

 

Shareholder Servicing Fee

0.10%

Miscellaneous

0.13%

Total Annual Fund Operating Expenses

0.33%

Less Fee Waivers1

(0.03)%

Net Expenses1

0.30%

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.30%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class V
1 year $  31
3 years $103
5 years $182
10 years $415

 

  8 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Principal Investment Strategies

 

Retail Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

  9 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  10 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class V shares which was adopted by the Class V shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.58%
Worst Quarter: Quarter ended December 31, 2020* 0.16%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Retail Prime Obligations Fund     7/18/16 0.42% 1.22%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  11 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund

 

Investment Objective

 

Retail Tax Free Obligations Fund’s objective is to seek maximum current income exempt from federal income taxes consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)

Class V

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

None 

Other Expenses:

Shareholder Servicing Fee

0.10% 

Miscellaneous

0.20% 

Total Annual Fund Operating Expenses

0.40% 

Less Fee Waivers1

(0.10)%

Net Expenses1

0.30% 

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.30%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class V
1 year $  31
3 years $118
5 years $214
10 years $495

 

  12 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Retail Tax Free Obligations Fund invests at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●

general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●

revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

  13 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Tax Risk — In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by the fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk — Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the fund invests only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  14 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Tax Free Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class V shares which was adopted by the Class V shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.35%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Retail Tax Free Obligations Fund2 3/31/06 0.38% 0.69% 0.35%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

2   Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  15 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)

Class V 

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

None 

Other Expenses:

 

Shareholder Servicing Fee

0.10% 

Miscellaneous

0.12% 

Total Annual Fund Operating Expenses

0.32% 

Less Fee Waivers1

(0.02)%

Net Expenses1

0.30% 

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.30%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class V
1 year $  31
3 years $101
5 years $178
10 years $404

 

  16 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  17 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class V shares which was adopted by the Class V shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.54%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Treasury Obligations Fund 3/31/06 0.28% 0.90% 0.45%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  18 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Investment Objective

 

U.S. Treasury Money Market Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)

Class V 

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

None 

Other Expenses:

Shareholder Servicing Fee

0.10% 

Miscellaneous

0.14% 

Total Annual Fund Operating Expenses

0.34% 

Less Fee Waivers1

(0.04)%

Net Expenses1

0.30% 

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.30%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class V
1 year $  31
3 years $105
5 years $187
10 years $427

 

  19 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Principal Investment Strategies

 

U.S. Treasury Money Market Fund invests exclusively in direct obligations of the U.S. Treasury. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  20 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, U.S. Treasury Money Market Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class V shares which was adopted by the Class V shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.53%
Worst Quarter: Quarter ended September 30, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
U.S. Treasury Money Market Fund 3/31/06 0.29% 0.87% 0.44%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  21 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem Class V shares of the funds on any business day. If you have an account directly with the funds, you can purchase or redeem shares by contacting Investor Services at 800 677-3863. You may also become a shareholder by establishing an account through various financial intermediaries authorized to offer Class V shares. Investments in Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are limited to accounts beneficially owned by natural persons.

 

Class V shares are only available to corporations; private banks and trust companies; endowments and foundations; defined contribution, defined benefit and other employer-sponsored plans; wrap or advisory accounts of broker-dealers and registered investment advisers that charge an asset-based fee; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Retail Tax Free Obligations Fund intends to pay interest that is exempt from federal income tax, including the federal alternative minimum tax, although a portion of the fund’s distributions may not be tax-exempt.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  22 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

  23 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●

commercial paper;

 

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

 

●

non-convertible corporate debt securities;

 

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

 

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

 

●

loan participation interests; and

 

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, have obtained the approval of the fund’s board of trustees to continue to hold the security.

 

  24 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Prime Obligations Fund

Retail Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

  25 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Retail Tax Free Obligations Fund

 

Under normal market conditions, Retail Tax Free Obligations Fund pursues its objective by investing at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●

general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●

revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax. Under abnormal market conditions, the fund may invest more than 20% of its total assets in such taxable securities, as conditions dictate. This may prevent the fund from achieving its goal of providing maximum current income exempt from federal income taxes.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Treasury Obligations Fund

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

  26 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

U.S. Treasury Money Market Fund

 

U.S. Treasury Money Market Fund pursues its objective by investing exclusively in direct obligations of the U.S. Treasury. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

  27 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund

 

●

Credit Risk

●

Market Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Repurchase Agreement Risk

●

Liquidity Risk

 

 

 

Institutional Prime Obligations Fund

 

●

Banking Industry Risk

●

Market Risk

●

Credit Risk

●

Municipal Security Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Foreign Security Risk

●

Regulatory Risk

●

Income Risk

●

Repurchase Agreement Risk

●

Interest Rate Risk

●

Variable Rate Demand Note (VRDN) Risk

●

Liquidity Risk

 

 

 

Retail Prime Obligations Fund

 

●

Banking Industry Risk

●

Market Risk

●

Credit Risk

●

Municipal Security Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Foreign Security Risk

●

Regulatory Risk

●

Income Risk

●

Repurchase Agreement Risk

●

Interest Rate Risk

●

Variable Rate Demand Note (VRDN) Risk

●

Liquidity Risk

 

 

 

Retail Tax Free Obligations Fund

 

●

Credit Risk

●

Municipal Security Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Tax Risk

●

Liquidity Risk

●

Tender Option Bond (TOB) Risk

●

Market Risk

●

Variable Rate Demand Note (VRDN) Risk

 

Treasury Obligations Fund

 

●

Credit Risk

●

Market Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Repurchase Agreement Risk

●

Liquidity Risk

 

 

 

U.S. Treasury Money Market Fund

 

●

Credit Risk

●

Liquidity Risk

●

Cybersecurity Risk

●

Market Risk

●

Income Risk

●

Redemption Risk

●

Interest Rate Risk

●

Regulatory Risk

  

  28 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks

 

Banking Industry Risk.     An adverse development in the banking industry (domestic or foreign) may affect the value of Institutional Prime Obligations Fund’s and Retail Prime Obligations Fund’s investments more than if the fund was not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal and monetary policy and general economic cycles. For example, deteriorating economic and business conditions can disproportionately impact companies in the banking industry due to increased defaults on payments by borrowers. Moreover, political and regulatory changes can affect the operations and financial results of companies in the banking industry, potentially imposing additional costs and expenses or restricting the types of business activities of these companies.

 

Credit Risk.     The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk.     With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Foreign Security Risk.     The foreign securities in which Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Political or social instability or diplomatic developments could adversely affect the securities. There is also the risk of possible withholding taxes, seizure of foreign deposits, currency controls, interest limitations, or other governmental restrictions which might affect the payment of principal or interest on securities owned by the fund. In addition, there may be less public information available about foreign corporations and foreign banks and their branches. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves

 

  29 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk.     The level of income you receive from the fund will be affected by movements in short-term interest rates. Because Government Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk.     The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

Liquidity Risk.     The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security or, additionally for Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, because a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk.     Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk.     The value of municipal securities owned by Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk.     If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk.     Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate

 

  30 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk.      If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

For Institutional Prime Obligations Fund and Retail Prime Obligations Fund, if the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price. Securities purchased by the fund under a repurchase agreement may include securities that the fund is not otherwise permitted to purchase directly, such as long-term government bonds, investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. The value of these securities may be more volatile or less liquid than the securities the fund is permitted to purchase directly, which increases the risk that the fund will be unable to recover fully in the event of the seller’s default.

 

Tax Risk.      In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by Institutional Prime Obligations Fund, Retail Prime Obligations Fund or Retail Tax Free Obligations Fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk. Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the funds invest only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk. Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the funds invest only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

  31 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [___], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

 

Management fee
as a % of average
daily net assets

Government Obligations Fund

0.05%

Institutional Prime Obligations Fund

0.07%

Retail Prime Obligations Fund

0.10%

Retail Tax Free Obligations Fund

0.05%

Treasury Obligations Fund

0.05%

U.S. Treasury Money Market Fund

0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.15%, on an annual basis, of the aggregate average daily net assets attributable to Class V shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion

 

  32 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Fund Management

 

Investment Adviser continued

 

of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

Custody Services.     U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Shareholder Servicing Fees.     Each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.10% of its average daily net assets attributable to Class V shares for providing or arranging for the provision of shareholder services to the holders of its Class V shares.

 

Transfer Agency Services.     Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation.     To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  33 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Shareholder Eligibility

 

Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are “retail” money market funds as defined under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”). As retail money market funds, shareholders must be “natural persons.” Natural persons are permitted to invest in the Retail Prime Obligations Fund and Retail Tax Free Obligations Fund through certain tax-advantaged savings accounts, trusts and other retirement and investment accounts, including, for example: (1) participant-directed defined contribution plans; (2) individual retirement accounts; (3) simplified employee pension arrangements; (4) SIMPLE retirement accounts; (5) custodial accounts; (6) deferred compensation plans for government or tax-exempt organization employees; (7) Archer medical savings accounts; (8) college savings plans; (9) health savings account plans; (10) ordinary trusts and estates of natural persons; or (11) certain other retirement and investment accounts having an institutional decision maker (e.g., a plan sponsor in certain retirement arrangements or an investment adviser managing discretionary investment accounts).

 

In order to make an initial investment in the Retail Prime Obligations Fund or Retail Tax Free Obligations Fund, you must furnish to the fund, or your financial intermediary, if any, an account application that provides certain information (e.g., Social Security Number or government-issued identification, such as a driver’s license or passport) that confirms your eligibility to invest in the fund. The fund will refuse to open an account or require a financial intermediary to refuse to open an account if you fail to (1) provide a Social Security Number or other government-issued identification (e.g., a driver’s license or passport); or (2) certify that such number or other information is correct (if required to do so under applicable law).

 

Pricing of Fund Shares

 

Each Fund other than Institutional Prime Obligations Fund

 

Each fund other than Institutional Prime Obligations Fund utilizes the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

  34 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund prices and transacts in its shares at a floating NAV, rounded to the fourth decimal place (i.e., $1.0000). The fund’s NAV is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The fund’s investments for which market quotations are readily available will be valued at market value on the basis of quotations furnished by a pricing service or provided by securities dealers. If market quotations are not readily available, or if the adviser believes that such quotations do not accurately reflect market prices, the fair value of the fund’s investments will be determined in good faith based upon valuation procedures established by the board. Short-term debt obligations maturing in sixty days or less may be valued at amortized cost where the adviser believes that it approximates market value.

 

The NAV per share of each share class of the fund is calculated at 8:00 a.m., 11:00 a.m. and 2:00 p.m. Central time (each an “NAV calculation time”) on each business day that the fund is open. If a purchase order is received on a business day by 2:00 p.m. Central time and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after 2:00 p.m. Central time, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by 2:00 p.m. Central time but an anticipated wire payment is not received by the fund by the close of the Federal Reserve wire transfer system that same day (normally, 5:00 p.m. Central time), your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, or by the fund’s transfer agent or custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent by one of the NAV calculation times listed above. Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

  35 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

Your purchase or redemption price will be based on the NAV per share next calculated after your order is received by the fund or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form. Purchase and redemption orders received after an NAV calculation time specified above, including an Early Close (as such term is defined under “Other Pricing Information” below), will be processed at the next NAV calculation time.

 

Other Pricing Information

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early (an “Early Close”), a fund may also close trading early.

 

Some financial intermediaries may charge a transaction-based fee for helping you purchase or redeem shares or an asset-based fee. Contact your financial intermediary for more information.

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class V shares.

 

Class V shares are offered at NAV, with no front-end or contingent deferred sales charge, but with an annual shareholder servicing fee of 0.10%.

 

Class V shares are only available to corporations; private banks and trust companies; endowments and foundations; defined contribution, defined benefit and other employer-sponsored plans; wrap or advisory accounts of broker-dealers and registered investment advisers that charge an asset-based fee; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

Shareholder Servicing Plan

 

Each fund also has adopted a non-Rule 12b-1 shareholder servicing plan and agreement with respect to its Class V shares. Under this plan and agreement, each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.10% of average daily Class V share net assets for providing or arranging for the provision of shareholder services to the holders of Class V shares. No distribution-related services are provided under this plan and agreement.

 

  36 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website. Your purchase or redemption price for Class V shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the funds on any business day by calling your financial intermediary. Additional information on purchasing or redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

  37 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●

if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●

for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●

for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●

for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, for each fund other than Institutional Prime Obligations Fund, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

As discussed below under “Additional Information on Purchasing and Redeeming Fund Shares – Liquidity Fees and Redemption Gates,” with respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, each fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

Purchases In-Kind.     Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary.

 

Redemptions In-Kind.     Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

  38 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the times specified in the table below on each business day that the funds are open, except that the NAV for Government Obligations Fund, Retail Prime Obligations Fund and Treasury Obligations Funds is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

 

 

Deadline for orders to be
received in order to receive
the current day’s NAV

Government Obligations Fund

3:45 p.m. Central time

Institutional Prime Obligations Fund

8:00 a.m., 11:00 a.m. and 2:00 p.m. Central time

Retail Prime Obligations Fund

3:45 p.m. Central time

Retail Tax Free Obligations Fund

11:30 a.m. Central time

Treasury Obligations Fund

3:45 p.m. Central time

U.S. Treasury Money Market Fund

12:30 p.m. Central time

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

Transactions through Financial Intermediaries and Timing of Orders

 

Each fund other than Institutional Prime Obligations Fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners,

 

  39 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Financial intermediaries are required to adopt and implement policies, procedures and internal controls reasonably designed to limit all beneficial owners of Retail Prime Obligations Fund and Retail Tax Free Obligations Fund to natural persons and, upon request, provide satisfactory evidence that they have such policies, procedures and internal controls in place. In addition, a financial intermediary is required to involuntarily redeem its customers that do not satisfy the eligibility requirements as set forth above. The funds reserve the right to redeem shares in any account that they cannot confirm to their satisfaction is beneficially owned by natural persons, after providing advance notice.

 

For Institutional Prime Obligations Fund, financial intermediaries may transmit purchase and redemption orders to the fund’s transfer agent on your behalf. Financial intermediaries are not permitted to serve as the fund’s agent for the receipt of purchase and redemption orders. The fund will be deemed to have received a purchase or redemption order once the order is accepted in proper form by the fund’s transfer agent, which may not occur on the day you submitted the order to your financial intermediary. Your purchase or redemption order will be priced at the fund’s current NAV next determined after it is accepted by the fund’s transfer agent. Financial intermediaries are not able to buy and sell shares of the fund through the National Securities Clearing Corporation. The fund, the adviser and their affiliates will not be responsible for any loss for orders that are not transmitted to the transfer agent by financial intermediaries on a timely basis.

 

Liquidity Fees and Redemption Gates

 

With respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, the board of trustees is permitted to impose a liquidity fee on redemptions (up to 2%) or temporarily restrict redemptions from a fund for up to 10 business days during a 90 day period (a “redemption gate”), in the event that a fund’s weekly liquid assets fall below the following thresholds:

 

●

30% weekly liquid assets—If the weekly liquid assets of the fund falls below 30% of the fund’s total assets as at any time, and the board determines it is in the best interests of the fund, the board may impose a liquidity fee of no more than 2% of the amount redeemed and/or a redemption gate that temporarily suspends the right of redemption. Such liquidity

 

  40 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

fee or redemption gate may be imposed as early as the same day on which the fund’s weekly liquid assets fall below 30% of its total assets and may occur before the end of the business day.

 

●

10% weekly liquid assets— If the weekly liquid assets of the fund falls below 10% of the fund’s total assets as of the end of a business day, the fund will impose, at the beginning of the next business day, a liquidity fee of 1% of the amount redeemed, unless the board determines that imposing such a fee would not be in the best interests of the fund or determines that a lower or higher fee (not to exceed 2%) would be in the best interests of the fund.

 

Liquidity fees and redemptions gates may be terminated at any time in the discretion of the board. Liquidity fees and redemptions gates will also terminate at the beginning of the next business day once the fund has invested 30% or more of its total assets in weekly liquid assets as of the end of a business day. The fund may only suspend redemptions for up to 10 business days in any 90-day period. If a fund’s weekly liquid assets fall below 10% of its total assets, the fund’s board may consider liquidating the fund.

 

Weekly liquid assets generally include: (a) cash; (b) direct obligations of the U.S. Government; (c) certain U.S. Government agency discount notes with remaining maturities of 60 days or less; (d) securities that will mature or are subject to a demand feature that is exercisable and payable within five business days; or (e) amounts receivable and due unconditionally within five business days on pending sales of portfolio securities. For these purposes, weekly liquid assets are calculated as of the end of each business day.

 

If a fund imposes a redemption gate, the fund and your financial intermediary will not accept redemption orders until the fund has notified shareholders that the redemption gate has been lifted. Any redemption orders submitted while a redemption gate is in effect will be cancelled without further notice. If you still wish to redeem shares once the redemption gate has been lifted, you will need to submit a new redemption request to the fund or your financial intermediary. Unprocessed purchase orders that the fund received prior to notification of the imposition of a liquidity fee or redemption gate will be cancelled unless re-confirmed. Under certain circumstances, the fund may honor redemption orders (or pay redemptions without adding a liquidity fee to the redemption amount) if the fund can verify that the redemption order was submitted to the fund’s agent before the fund imposed liquidity fees or suspended redemptions.

 

The board generally expects that a liquidity fee or redemption gate would be imposed, if at all, during periods of extraordinary market stress. The board generally expects that a liquidity fee or redemption gate would be imposed only after the fund has notified financial intermediaries and shareholders that a liquidity fee or redemption gate will be imposed.

 

Announcements regarding the imposition of liquidity fees or redemption gates, or the termination of liquidity fees or redemption gates, will be filed with the SEC on Form N-CR and will be available on the website of the fund (http://www.firstamericanfunds.com). In addition, the fund will make such announcements through a supplement to its prospectuses and may make such announcements through a press release or by other means.

 

Liquidity fees are designed to transfer the costs of liquidating fund securities from shareholders who remain in the fund to those who leave the fund during periods when liquidity is scarce. Liquidity fees imposed by a fund will reduce the amount you will receive upon the redemption of your shares, and each fund generally expects such fees will generally decrease the amount of

 

  41 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

any capital gain or increase the amount of any capital loss you will recognize with respect to such redemption. Proceeds to a fund from liquidity fees may take the form of a return to shareholders as a distribution.

 

Financial intermediaries will be required to promptly take such actions reasonably requested by a fund, the transfer agent or USBAM to implement, modify or remove, or to assist the fund in implementing, modifying or removing, a liquidity fee or redemption gate established by the fund.

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Retail Tax Free Obligations Fund intends to meet certain federal tax requirements so that distributions of tax-exempt interest income may be treated as “exempt-interest dividends.” These dividends are not subject to regular federal tax. However, although it has no current intention of investing in municipal securities subject to the alternative minimum tax, the fund may invest up to 20% of its net assets in municipal securities the interest on which is subject to the federal alternative minimum tax. Any portion of exempt-interest dividends attributable to

 

  42 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Taxes continued

 

interest on these securities may increase some shareholders’ alternative minimum tax. In addition, exempt-interest dividends may be subject to state and local income tax. Distributions of income other than tax-exempt interest income (including from the Fund's investment in taxable money market instruments) generally will be taxable as ordinary income.

 

Because Institutional Prime Obligations Fund is subject to a floating NAV, a sale of shares of that fund may result in a capital gain or loss for you. In addition, if one of the other funds were not able to maintain a stable NAV, or were to impose a liquidity fee, redeeming shares of that fund would likely cause you to recognize a capital gain or loss. When you sell your shares of Institutional Prime Obligations Fund, or another fund if it were unable to maintain a stable NAV or impose a liquidity fee , you will generally recognize a capital gain or loss in an amount equal to the difference between your adjusted tax basis in the shares and the amount received. If you elect to adopt the NAV method of accounting, rather than compute gain or loss on every taxable disposition of fund shares, you will determine your gain or loss based on the change in the aggregate value of your fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss will be treated as short-term capital gain or loss. If you choose not to adopt a simplified “NAV method” of accounting, any such capital gain or loss is long-term or short-term depending on whether your holding period in the shares sold exceeds one year. Capital losses in any year are deductible only to the extent of capital gains, plus, in the case of a non-corporate taxpayer, generally $3,000 of income. Certain other special tax rules may apply to your capital gains or losses on fund shares.

 

Any liquidity fees you incur on shares redeemed will generally decrease the amount of any capital gain (or increase the amount of any capital loss) you recognize with respect to such redemption.

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to participating institutions (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

  43 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Shareholder Information

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

  44 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Financial Highlights

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [               ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request.

 

  45 Prospectus – First American Money Market Funds
Class V Shares                                

 

 

 

 

Financial Highlights 

 

Government Obligations Fund

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.008       0.021       0.012       0.004
Distributions (from net investment income)     (0.000 ) 1     (0.008 )     (0.021 )     (0.012 )     (0.004 )
Distributions (from net realized gains on investments)     (0.000 ) 1     (0.000 )1     —       —       (0.000 )1  
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.82 %     2.07 %     1.21 %     0.41 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 2,137,992     $ 2,036,167     $ 2,314,446     $ 1,786,350     $ 1,995,445  
Ratio of Expenses to Average Net Assets     0.09 %     0.28 %     0.30 %     0.30 %     0.30 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.82 %     2.06 %     1.20 %     0.41 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.32 %     0.33 %     0.33 %     0.34 %     0.34 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.22 )%     0.77 %     2.03 %     1.16 %     0.37 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

46

Prospectus – 

First American Money Market Funds

Class V Shares

  

 

 

 

Financial Highlights 

 

Institutional Prime Obligations Fund* 

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.0003     $ 1.0000     $ 1.0001     $ 1.0000     $ 1.0000  
Net Investment Income     0.0001       0.0096       0.0221       0.0144       0.0059  
Distributions (from net investment income)     (0.0001 )     (0.0096 )     (0.0221 )     (0.0144 )     (0.0059 )
Realized and unrealized (losses) on investments     (0.0002 )     0.0003       (0.0001 )   0.0001       0.0000 1
Distributions (from net realized gains on investments)     —       (0.0000 )1     —       —       (0.0000 )1
Net Asset Value, End of Period   $ 1.0001     $ 1.0003     $ 1.0000     $ 1.0001     $ 1.0000  
Total Return2     (0.01 )%     1.00 %     2.23 %     1.46 %     0.60 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 45,873     $ 27,559     $ 105,642     $ 148,228     $ 58,575  
Ratio of Expenses to Average Net Assets     0.16 %     0.30 %     0.30 %     0.30 %     0.30 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.98 %     2.23 %     1.51 %     0.51 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.36 %     0.36 %     0.38 %     0.40 %     0.43 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.19 )%     0.92 %     2.15 %     1.41 %     0.38 %

  

* Prior to October 14, 2016, the fund was named Prime Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

47

Prospectus – 

First American Money Market Funds

Class V Shares

 

 

 

 

Financial Highlights 

 

Retail Prime Obligations Fund

 

    Fiscal year ended August 31,
      2021       2020       2019       2018       20171  
Per Share Data                                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000   1     0.010       0.022       0.015       0.007  
Distributions (from net investment income)     (0.000 ) 1     (0.010 )     (0.022 )     (0.015 )     (0.007 ) 
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.01 %     1.00 %     2.24 %     1.49 %     0.70 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 20,320     $ 29,449     $ 45,810     $ 40,102     $ 27,939  
Ratio of Expenses to Average Net Assets     0.19 %     0.30 %     0.30 %     0.30 %     0.30 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     1.04 %     2.21 %     1.49 %     0.75 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.34 %     0.35 %     0.35 %     0.36 %     0.36 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     ( 0.14 )%     0.99 %     2.16 %     1.43 %     0.69 %

 

1 Rounds to zero. 

2 Total return would have been lower had certain expenses not been waived.

 

 

48

Prospectus – 

First American Money Market Funds

Class V Shares

 

 

 

 

Financial Highlights 

 

Retail Tax Free Obligations Fund*

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.007       0.013       0.009       0.005  
Distributions (from net investment income)     (0.000 )1     (0.007 )     (0.013 )     (0.009 )     (0.005 )  
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.01 %     0.72 %     1.31 %     0.92 %     0.46 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 34,332     $ 13,106     $ 783     $ 536     $ 1,872  
Ratio of Expenses to Average Net Assets     0.12 %     0.29 %     0.30 %     0.30 %     0.30 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.64 %     1.28 %     0.89 %     0.45 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.40 %     0.39 %     0.42 %     0.42 %     0.47 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.27 )%     0.54 %     1.16 %     0.77 %     0.28 %

 

* Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

49

Prospectus – 

First American Money Market Funds

Class V Shares

 

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.008       0.021       0.012       0.004  
Distributions (from net investment income)     (0.000 )1     (0.008 )     (0.021 )     (0.012 )     (0.004 )
Distributions (from net realized gains on investments)     —       (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.81 %     2.07 %     1.22 %     0.39 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 636,668     $ 657,474     $ 476,759     $ 416,145     $ 491,220  
Ratio of Expenses to Average Net Assets     0.09 %     0.27 %     0.30 %     0.30 %     0.30 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.85 %     2.07 %     1.19 %     0.38 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.32 %     0.33 %     0.34 %     0.34 %     0.34 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.22 )%     0.79 %     2.03 %     1.15 %     0.34 %

 

1 Rounds to zero. 

2 Total return would have been lower had certain expenses not been waived.

 

 

50

Prospectus – 

First American Money Market Funds

Class V Shares

 

 

 

 

Financial Highlights 

 

U.S. Treasury Money Market Fund

 

    Fiscal year ended August 31,
    2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     —       0.008       0.020       0.012       0.003  
Distributions (from net investment income)     —       (0.008 )     (0.020 )     (0.012 )     (0.003 )
Distributions (from net realized gains on investments)     (0.000 )1     (0.000 )1     —       —     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.80 %     2.03 %     1.20 %     0.34 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 130,210     $ 94,065     $ 106,254     $ 57,661     $ 43,810  
Ratio of Expenses to Average Net Assets     0.09 %     0.28 %     0.30 %     0.30 %     0.30 %
Ratio of Net Investment Income to Average Net Assets     0.00 %     0.75 %     2.03 %     1.20 %     0.36 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.33 %     0.34 %     0.36 %     0.37 %     0.38 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.24 )%     0.69 %     1.97 %     1.13 %     0.28 %

 

1 Rounds to zero. 

2 Total return would have been lower had certain expenses not been waived.

 

 

51

Prospectus – 

First American Money Market Funds

Class V Shares

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

We may collect the following nonpublic personal information about you:

●

Information about your identity, such as your name, address, and social security number.

●

Information about your transactions with us.

●

Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information

We gather nonpublic personal information about you and your accounts so that we can:

●

Know who you are and prevent unauthorized access to your information.

●

Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the First American Family of Funds

 

 

NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds

P.O. Box 1330

Minneapolis, MN 55440-1330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 image

 

 

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

 

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address:
publicinfo@sec.gov.

SEC file number: 811-23751

 

 

 

 

 

image  

 

Class X Shares

 

FUND

TICKER SYMBOLS

Government Obligations Fund

[___]

Retail Prime Obligations Fund

[___]

Treasury Obligations Fund

[___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

 

Fund Summaries

1

Government Obligations Fund

1

Retail Prime Obligations Fund

4

Treasury Obligations Fund

8

Additional Summary Information

11

More about the Funds

12

Investment Objectives

12

Principal Investment Strategies

12

Other Investment Strategies

14

Principal Investment Risks

15

Description of Principal Investment Risks

15

Disclosure of Portfolio Holdings

18

Fund Management

19

Investment Adviser

19

Portfolio Managers

20

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information

21

Shareholder Eligibility

21

Pricing of Fund Shares

21

Share Classes

22

Determining Your Share Price

23

Purchasing and Redeeming Fund Shares

23

Additional Information on Purchasing and Redeeming Fund Shares

25

Dividends and Distributions

27

Taxes

28

Additional Payments to Institutions

28

Staying Informed

29

Financial Highlights

30

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction. 

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees

(fees paid directly from your investment)

Class X 

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Fund Operating Expenses

(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

None 

Other Expenses

0.11% 

Total Annual Fund Operating Expenses

0.21% 

Less Fee Waivers1

(0.07)%

Net Expenses1

0.14% 

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.14%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class X
1 year $  14
3 years $  61
5 years $111
10 years $261

 

  1 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class X shares which was adopted by the Class X shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.58%
Worst Quarter: Quarter ended December 31, 2020* 0.13%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Government Obligations Fund     4/5/16 0.40% 1.11%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.02%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 11 of the prospectus.

 

  3 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund

 

Investment Objective

 

Retail Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)

Class X 

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

None

Other Expenses

0.13% 

Total Annual Fund Operating Expenses

0.23% 

Less Fee Waivers1

(0.09)%

Net Expenses1

0.14% 

 

1

  The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.14%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class X
1 year $  14
3 years $  65
5 years $120
10 years $284

 

  4 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Principal Investment Strategies

 

Retail Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●

commercial paper;

●

  U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

  5 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option.  While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  6 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class X shares which was adopted by the Class X shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.62%
Worst Quarter: Quarter ended December 31, 2020* 0.20%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Retail Prime Obligations Fund     9/18/16 0.55% 1.41%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.02%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 11 of the prospectus.

 

  7 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)

Class X 

Maximum Sales Charge (Load)

None 

Maximum Deferred Sales Charge (Load)

None 

Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)

 

Management Fees

0.10% 

Distribution and/or Service (12b-1) Fees

None 

Other Expenses

0.12% 

Total Annual Fund Operating Expenses

0.22% 

Less Fee Waivers1

(0.08)%

Net Expenses1

0.14% 

 

1

The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.14%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class X
1 year $  14
3 years $  63
5 years $116
10 years $272

 

  8 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  9 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class X shares which was adopted by the Class X shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.58%
Worst Quarter: Quarter ended December 31, 2020* 0.01%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Treasury Obligations Fund     4/5/16 0.38% 1.10%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.02%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 11 of the prospectus.

 

  10 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem Class X shares of the funds on any business day. If you have an account directly with the funds, you can purchase or redeem shares by contacting Investor Services at 800 677-3863. You may also become a shareholder by establishing an account through various financial intermediaries authorized to offer Class X shares. Investments in Retail Prime Obligations Fund are limited to accounts beneficially owned by natural persons.

 

Class X shares are only available to corporations; private banks and trust companies; endowments and foundations; defined contribution, defined benefit and other employer-sponsored plans; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; any other institution or customers of financial intermediaries who invest a minimum initial investment amount of $50 million in a fund; any other individual investors who invest a minimum initial investment amount of $50 million directly with a fund; securities lending clients of U.S. Bank National Association; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount different than the above-referenced minimums, based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

The funds reserve the right to waive or lower purchase minimums under certain circumstances. Additionally, the funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

Any dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  11 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

  12 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Prime Obligations Fund

 

Retail Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including: 

●

commercial paper;

●

U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●

non-convertible corporate debt securities;

●

securities issued by the U.S. government or one of its agencies or instrumentalities;

●

municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●

loan participation interests; and

●

repurchase agreements.

  

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full

 

  13 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Strategies continued

 

faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Treasury Obligations Fund

 

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds

 

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

  14 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund

●

Credit Risk

●

Market Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Repurchase Agreement Risk

●

Liquidity Risk

 

 

 

Retail Prime Obligations Fund

●

Banking Industry Risk

●

Market Risk

●

Credit Risk

●

Municipal Security Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Foreign Security Risk

●

Regulatory Risk

●

Income Risk

●

Repurchase Agreement Risk

●

Interest Rate Risk

●

Variable Rate Demand Note (VRDN) Risk

●

Liquidity Risk

 

 

 

Treasury Obligations Fund

●

Credit Risk

●

Market Risk

●

Cybersecurity Risk

●

Redemption Risk

●

Income Risk

●

Regulatory Risk

●

Interest Rate Risk

●

Repurchase Agreement Risk

●

Liquidity Risk

 

 

 

Description of Principal Investment Risks

 

Banking Industry Risk. An adverse development in the banking industry (domestic or foreign) may affect the value of Retail Prime Obligations Fund’s investments more than if the fund was not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal and monetary policy and general economic cycles. For example, deteriorating economic and business conditions can disproportionately impact companies in the banking industry due to increased defaults on payments by borrowers. Moreover, political and regulatory changes can affect the operations and financial results of companies in the banking industry, potentially imposing additional costs and expenses or restricting the types of business activities of these companies.

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

  15 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Foreign Security Risk. The foreign securities in which Retail Prime Obligations Fund may invest, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Political or social instability or diplomatic developments could adversely affect the securities. There is also the risk of possible withholding taxes, seizure of foreign deposits, currency controls, interest limitations, or other governmental restrictions which might affect the payment of principal or interest on securities owned by the fund. In addition, there may be less public information available about foreign corporations and foreign banks and their branches. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because Government Obligations Fund and Treasury Obligations Fund invest solely in, respectively, U.S. government securities and U.S. Treasury obligations, and repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

  16 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security or, additionally for Retail Prime Obligations Fund, because a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk. The value of municipal securities owned by Retail Prime Obligations Fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

For Retail Prime Obligations Fund, if the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price. Securities purchased by the fund under a repurchase agreement may include securities that the fund is not otherwise permitted to purchase directly, such as long-term government bonds, investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. The value of these securities may be more volatile or less liquid than the securities the fund is permitted to purchase directly, which increases the risk that the fund will be unable to recover fully in the event of the seller’s default.

 

Variable Rate Demand Note (VRDN) Risk. Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  17 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

More about the Funds

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

  18 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [_____], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

 

Management fee
as a % of average
daily net assets

Government Obligations Fund

0.05%

Retail Prime Obligations Fund

0.10%

Treasury Obligations Fund

0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.15%, on an annual basis, of the aggregate average daily net assets attributable to Class X shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

  19 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Fund Management

 

Investment Adviser continued

 

Custody Services. U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

  20 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Shareholder Eligibility

 

Retail Prime Obligations Fund is a “retail” money market fund as defined under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”). As a retail money market fund, shareholders must be “natural persons.” Natural persons are permitted to invest in the Retail Prime Obligations Fund through certain tax-advantaged savings accounts, trusts and other retirement and investment accounts, including, for example: (1) participant-directed defined contribution plans; (2) individual retirement accounts; (3) simplified employee pension arrangements; (4) SIMPLE retirement accounts; (5) custodial accounts; (6) deferred compensation plans for government or tax-exempt organization employees; (7) Archer medical savings accounts; (8) college savings plans; (9) health savings account plans; (10) ordinary trusts and estates of natural persons; or (11) certain other retirement and investment accounts having an institutional decision maker (e.g., a plan sponsor in certain retirement arrangements or an investment adviser managing discretionary investment accounts).

 

In order to make an initial investment in the Retail Prime Obligations Fund, you must furnish to the fund, or your financial intermediary, if any, an account application that provides certain information (e.g., Social Security Number or government-issued identification, such as a driver’s license or passport) that confirms your eligibility to invest in the fund. The fund will refuse to open an account or require a financial intermediary to refuse to open an account if you fail to (1) provide a Social Security Number or other government-issued identification (e.g., a driver’s license or passport); or (2) certify that such number or other information is correct (if required to do so under applicable law).

 

Pricing of Fund Shares

 

The funds utilize the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will not earn dividends on the day the purchase order is received. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

  21 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early (an “Early Close”), a fund may also close trading early.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Some financial intermediaries may charge a transaction-based fee for helping you purchase or redeem shares or an asset-based fee. Contact your financial intermediary for more information.

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class X shares.

 

Class X shares are offered at NAV, with no front-end or contingent deferred sales charge and no distribution (12b-1) or shareholder servicing fee.

 

Class X shares are only available to corporations; private banks and trust companies; endowments and foundations; defined contribution, defined benefit and other employer-sponsored plans; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; any other institution or customers of financial intermediaries who invest a minimum initial investment amount of $50 million in a fund; any other individual investors who invest a minimum initial investment amount of $50 million directly with a fund; securities lending clients of U.S. Bank National Association; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount different than the above-referenced minimums, based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

  22 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website.

 

Your purchase or redemption price for Class X shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. You may purchase or redeem shares by calling your financial institution. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the funds on any business day by calling your financial intermediary. Additional information on purchasing or redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

  23 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares continued

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●

if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

●

for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

●

for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

●

for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

As discussed below under “Additional Information on Purchasing and Redeeming Fund Shares – Liquidity Fees and Redemption Gates,” with respect to Retail Prime Obligations Fund, the fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary or Investor Services at 800 677-3863.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

  24 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the times specified in the table below on each business day that the funds are open, except that the NAV for the funds is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

 

 

Deadline for orders to be
received in order to receive
the current day’s NAV

Government Obligations Fund

3:45 p.m. Central time

Retail Prime Obligations Fund

3:45 p.m. Central time

Treasury Obligations Fund

3:45 p.m. Central time

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Transactions through Financial Intermediaries and Timing of Orders

 

Each fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

  25 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

Financial intermediaries are required to adopt and implement policies, procedures and internal controls reasonably designed to limit all beneficial owners of the Retail Prime Obligations Fund to natural persons and, upon request, provide satisfactory evidence that they have such policies, procedures and internal controls in place. In addition, a financial intermediary is required to involuntarily redeem its customers that do not satisfy the eligibility requirements as set forth above. The fund reserves the right to redeem shares in any account that it cannot confirm to its satisfaction is beneficially owned by natural persons, after providing advance notice.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

Liquidity Fees and Redemption Gates

 

With respect to Retail Prime Obligations Fund, the board of trustees is permitted to impose a liquidity fee on redemptions (up to 2%) or temporarily restrict redemptions from the fund for up to 10 business days during a 90 day period (a “redemption gate”), in the event that the fund’s weekly liquid assets fall below the following thresholds:

 

●

30% weekly liquid assets—If the weekly liquid assets of the fund falls below 30% of the fund’s total assets at any time, and the board determines it is in the best interests of the fund, the board may impose a liquidity fee of no more than 2% of the amount redeemed and/or a redemption gate that temporarily suspends the right of redemption. Such liquidity fee or redemption gate may be imposed as early as the same day on which the fund’s weekly liquid assets fall below 30% of its total assets and may occur before the end of the business day.

●

10% weekly liquid assets—If the weekly liquid assets of the fund falls below 10% of the fund’s total assets as of the end of a business day, the fund will impose, at the beginning of the next business day, a liquidity fee of 1% of the amount redeemed, unless the board determines that imposing such a fee would not be in the best interests of the fund or determines that a lower or higher fee (not to exceed 2%) would be in the best interests of the fund.

 

Liquidity fees and redemptions gates may be terminated at any time in the discretion of the board. Liquidity fees and redemptions gates will also terminate at the beginning of the next business day once the fund has invested 30% or more of its total assets in weekly liquid assets as of the end of a business day. The fund may only suspend redemptions for up to 10 business days in any 90-day period. If a fund’s weekly liquid assets fall below 10% of its total assets, the fund’s board may consider liquidating the fund.

 

  26 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

Weekly liquid assets generally include: (a) cash; (b) direct obligations of the U.S. Government; (c) certain U.S. Government agency discount notes with remaining maturities of 60 days or less; (d) securities that will mature or are subject to a demand feature that is exercisable and payable within five business days; or (e) amounts receivable and due unconditionally within five business days on pending sales of portfolio securities. For these purposes, weekly liquid assets are calculated as of the end of each business day.

 

If the fund imposes a redemption gate, the fund and your financial intermediary will not accept redemption orders until the fund has notified shareholders that the redemption gate has been lifted. Any redemption orders submitted while a redemption gate is in effect will be cancelled without further notice. If you still wish to redeem shares once the redemption gate has been lifted, you will need to submit a new redemption request to the fund or your financial intermediary. Unprocessed purchase orders that the fund received prior to notification of the imposition of a liquidity fee or redemption gate will be cancelled unless re-confirmed. Under certain circumstances, the fund may honor redemption orders (or pay redemptions without adding a liquidity fee to the redemption amount) if the fund can verify that the redemption order was submitted to the fund’s agent before the fund imposed liquidity fees or suspended redemptions.

 

The board generally expects that a liquidity fee or redemption gate would be imposed, if at all, during periods of extraordinary market stress. The board generally expects that a liquidity fee or redemption gate would be imposed only after the fund has notified financial intermediaries and shareholders that a liquidity fee or redemption gate will be imposed.

 

Announcements regarding the imposition of liquidity fees or redemption gates, or the termination of liquidity fees or redemption gates, will be filed with the SEC on Form N-CR and will be available on the website of the fund (http://www.firstamericanfunds.com). In addition, the fund will make such announcements through a supplement to its prospectuses and may make such announcements through a press release or by other means.

 

Liquidity fees are designed to transfer the costs of liquidating fund securities from shareholders who remain in the fund to those who leave the fund during periods when liquidity is scarce. Liquidity fees imposed by the fund will reduce the amount you will receive upon the redemption of your shares, and the fund generally expects such fees will generally decrease the amount of any capital gain or increase the amount of any capital loss you will recognize with respect to such redemption. Proceeds to the fund from liquidity fees may take the form of a return to shareholders as a distribution.

 

Financial intermediaries will be required to promptly take such actions reasonably requested by a fund, the transfer agent or USBAM to implement, modify or remove, or to assist the fund in implementing, modifying or removing, a liquidity fee or redemption gate established by the fund.

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

  27 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Dividends and Distributions continued

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

Dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

If you elect to adopt the NAV method of accounting, rather than compute gain or loss on every taxable disposition of fund shares as described above, you will determine your gain or loss based on the change in the aggregate value of your fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss will be treated as short-term capital gain or loss. If you choose not to adopt a simplified “NAV method” of accounting, any such capital gain or loss is long-term or short-term depending on whether your holding period in the shares sold exceeds one year. Capital losses in any year are deductible only to the extent of capital gains, plus, in the case of a non-corporate taxpayer, generally $3,000 of income. Certain other special tax rules may apply to your capital gains or losses on fund shares.

 

Any liquidity fees you incur on shares redeemed will generally decrease the amount of any capital gain (or increase the amount of any capital loss) you recognize with respect to such redemption.

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to investment professionals, participating institutions and “one-stop” mutual fund networks (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

  28 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Shareholder Information

 

Additional Payments to Institutions continued

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; reimbursement of ticket or operational charges (fees that an institution charges its representatives for effecting transactions in fund shares); lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

  29 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Financial Highlights

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [    ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The tables that follow present performance information about the Class X shares of the Predecessor Fund and Class A shares of the Predecessor Fund. Class A shares are offered through another prospectus. Class X and Class A shares of the Predecessor Fund are invested in the same portfolio of securities; however, Class X shares are expected to have lower operating expenses than Class A shares. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request.

 

  30 Prospectus – First American Money Market Funds
Class X Shares                                

 

 

 

 

Financial Highlights 

 

Government Obligations Fund

 

    Fiscal year ended August 31,
Class X Shares   2021   2020   2019   2018   2017
Per Share Data                    
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.0010       0.022       0.014       0.006  
Distributions (from net investment income)     (0.000 )1     (0.0010 )     (0.022 )     (0.014 )     (0.006 ) 
Distributions (from net realized gains on investments)     (0.000 )1     (0.0000 ) 1     —       —       (0.000 ) 1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.04 %     0.96 %     2.24 %     1.37 %     0.57 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 28,176,617     $ 18,989,990     $ 9,868,300     $ 5,859,028     $ 3,553,517  
Ratio of Expenses to Average Net Assets     0.06 %     0.14 %     0.14 %     0.14 %     0.14 %
Ratio of Net Investment Income to Average Net Assets     0.04 %     0.77 %     2.21 %     1.39 %     0.61 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.22 %     0.23 %     0.23 %     0.24 %     0.24 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.12 )%     0.68 %     2.12 %     1.29 %     0.51 %

 

1 Rounds to zero

2 Total return would have been lowered had certain expenses not been waived.

 

 

31

Prospectus – 

First American Money Market Funds
Class X Shares

 

 

 

 

Financial Highlights 

 

Retail Prime Obligations Fund

 

    Fiscal year ended August 31,
Class X Shares     2021         2020       2019       2018       20171  
Per Share Data                                
Net Asset Value, Beginning of Period   $ 1.00       $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.001         0.012       0.024       0.016       0.008  
Distributions (from net investment income)     (0.001 )       (0.012 )     (0.024 )     (0.016 )     (0.008 )
Net Asset Value, End of Period   $ 1.00       $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.05 %       1.15 %     2.40 %     1.65 %     0.85 %
                                 
Ratios/Supplemental Data                                
Net Assets, End of Period (000)   $ 22,506       $ 31,592     $ 212,871     $ 18,748     $ 29,731  
Ratio of Expenses to Average Net Assets     0.14 %       0.14 %     0.14 %     0.14 %     0.14 %
Ratio of Net Investment Income to Average Net Assets     0.05 %       1.60 %     2.41 %     1.63 %     0.95 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.24 %       0.25 %     0.25 %     0.26 %     0.26 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.05 )%       1.49 %     2.30 %     1.51 %     0.83 %

  

1 Commenced operations on September 8, 2016.

2 Total return would have been lower had certain expenses not been waived.

 

 

32

Prospectus – 

First American Money Market Funds
Class X Shares

 

 

 

 

Financial Highlights

 

Treasury Obligations Fund

  

      Fiscal year ended August 31,  
Class X Shares     2021       2020       2019       2018       2017  
Per Share Data                                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.009       0.022       0.014       0.005  
Distributions (from net investment income)     (0.000 )1     (0.009 )     (0.022 )     (0.014 )     (0.005 )
Distributions (from net realized gains on investments)     —     (0.000 )1     —       —     (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2      0.03 %     0.94 %     2.23 %     1.38 %     0.55 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 6,677,792     $ 7,456,126     $ 2,890,818     $ 1,989,132     $ 107,165  
Ratio of Expenses to Average Net Assets     0.07 %     0.14 %     0.14 %     0.14 %     0.14 %
Ratio of Net Investment Income to Average Net Assets     0.03 %     0.69 %     2.22 %     1.59 %     0.55 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.22 %     0.23 %     0.24 %     0.24 %     0.24 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.12 )%     0.60 %     2.12 %     1.49 %     0.45 %

 

1 Rounds to zero

2 Total return would have been lower had certain expenses not been waived.

 

 

33

Prospectus – 

First American Money Market Funds
Class X Shares

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

We may collect the following nonpublic personal information about you:

●Information about your identity, such as your name, address, and social security number.

●Information about your transactions with us.

●Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information

We gather nonpublic personal information about you and your accounts so that we can:

●Know who you are and prevent unauthorized access to your information.

●Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the First American Family of Funds

 

   NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE 

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds
P.O. Box 1330
Minneapolis, MN 55440-1330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(GRAPHIC)  

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

 

SEC file number: 811-23751  

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.


 

 

 

image  

 

Class Y Shares

 

FUND TICKER SYMBOLS
   
Government Obligations Fund   [____]
 
Institutional Prime Obligations Fund  [____]
   
Retail Prime Obligations Fund  [____]
   
Retail Tax Free Obligations Fund  [____]
   
Treasury Obligations Fund  [____]
   
U.S. Treasury Money Market Fund  [____]

  

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

 

Table of

 

Contents

   
Fund Summaries 1
Government Obligations Fund 1
Institutional Prime Obligations Fund 4
Retail Prime Obligations Fund 8
Retail Tax Free Obligations Fund 12
Treasury Obligations Fund 16
U.S. Treasury Money Market Fund 19
Additional Summary Information 22
More about the Funds 23
Investment Objectives 23
Principal Investment Strategies 23
Other Investment Strategies 26
Principal Investment Risks 27
Description of Principal Investment Risks 28
Disclosure of Portfolio Holdings 30
Fund Management 31
Investment Adviser 31
Portfolio Managers 32

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information 33
Shareholder Eligibility 33
Pricing of Fund Shares 33
Share Classes 34
Shareholder Servicing Plan 35
Determining Your Share Price 35
Purchasing and Redeeming Fund Shares 35
Additional Information on Purchasing and Redeeming Fund Shares 37
Dividends and Distributions 39
Taxes 40
Additional Payments to Institutions 40
Staying Informed 41
Financial Highlights 42

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees 

(fees paid directly from your investment) 

Class Y
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:
Shareholder Servicing Fee 0.25%
Miscellaneous 0.11%
Total Annual Fund Operating Expenses 0.46%
Less Fee Waivers1 (0.01)%
Net Expenses1 0.45%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.45%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Y
1 year $  46
3 years $147
5 years $257
10 years $578

 

  1 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

  2 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [___, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Y shares which was adopted by the Class Y shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.50%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Government Obligations Fund 3/1/90 0.25% 0.79% 0.40%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  3 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund

 

Investment Objective

 

Institutional Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees 

(fees paid directly from your investment) 

Class Y
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:
Shareholder Servicing Fee 0.25%
Miscellaneous 0.16%
Total Annual Fund Operating Expenses 0.51%
Less Fee Waivers1 (0.06)%
Net Expenses1 0.45%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.45%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Y
1 year $  46
3 years $158
5 years $279
10 years $635

 

  4 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Principal Investment Strategies

 

Institutional Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

•commercial paper;
•U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);
•non-convertible corporate debt securities;
•securities issued by the U.S. government or one of its agencies or instrumentalities;
•municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;
•loan participation interests; and
•repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Because the share price of the fund will fluctuate, when you sell your shares they may be worth more or less than what you originally paid for them. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers.

 

  5 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

  6 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Institutional Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Y shares which was adopted by the Class Y shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.56%
Worst Quarter: Quarter ended December 31, 2020* (0.01)%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Institutional Prime Obligations Fund2 3/1/90 0.31% 0.94% 0.47%

 

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

  2 Prior to October 14, 2016, the fund was named Prime Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  7 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Investment Objective

 

Retail Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees 

(fees paid directly from your investment) 

Class Y
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:
Shareholder Servicing Fee 0.25%
Miscellaneous 0.13%
Total Annual Fund Operating Expenses 0.48%
Less Fee Waivers1 (0.03)%
Net Expenses1 0.45%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.45%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Y
1 year $  46
3 years $151
5 years $266
10 years $601

 

  8 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Principal Investment Strategies

 

Retail Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

•commercial paper;
•U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);
•non-convertible corporate debt securities;
•securities issued by the U.S. government or one of its agencies or instrumentalities;
•municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;
•loan participation interests; and
•repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

  9 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

  10 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Y shares which was adopted by the Class Y shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.54%
Worst Quarter: Quarter ended December 31, 2020* 0.12%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Retail Prime Obligations Fund     7/18/16 0.34% 1.09%

  

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  11 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Investment Objective

 

Retail Tax Free Obligations Fund’s objective is to seek maximum current income exempt from federal income taxes consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees 

(fees paid directly from your investment) 

Class Y
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:
Shareholder Servicing Fee 0.25%
Miscellaneous 0.21%
Total Annual Fund Operating Expenses 0.56%
Less Fee Waivers1 (0.11)%
Net Expenses1 0.45%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.45%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Y
1 year $  46
3 years $168
5 years $302
10 years $691

 

  12 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Retail Tax Free Obligations Fund invests at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

•general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and
•revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers.

 

A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

  13 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Tax Risk — In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by the fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk — Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the fund invests only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

  14 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Tax Free Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Y shares which was adopted by the Class Y shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.32%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Retail Tax Free Obligations Fund2 1/9/95 0.32% 0.57% 0.28%

  

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

  2 Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  15 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees 

(fees paid directly from your investment) 

Class Y
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:
Shareholder Servicing Fee 0.25%
Miscellaneous 0.12%
Total Annual Fund Operating Expenses 0.47%
Less Fee Waivers1 (0.02)%
Net Expenses1 0.45%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.45%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Y
1 year $  46
3 years $149
5 years $261
10 years $590

 

  16 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

  17 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Y shares which was adopted by the Class Y shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.50%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Treasury Obligations Fund 1/24/95 0.24% 0.79% 0.39%

 

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  18 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Investment Objective

 

U.S. Treasury Money Market Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees 

(fees paid directly from your investment) 

Class Y
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None

Annual Fund Operating Expenses 

(expenses that you pay each year as a percentage of the value of your investment) 

 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses:
Shareholder Servicing Fee 0.25%
Miscellaneous 0.14%
Total Annual Fund Operating Expenses 0.49%
Less Fee Waivers1 (0.04)%
Net Expenses1 0.45%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.45%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Y
1 year $  46
3 years $153
5 years $270
10 years $612

 

  19 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Principal Investment Strategies

 

U.S. Treasury Money Market Fund invests exclusively in direct obligations of the U.S. Treasury. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

  20 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, U.S. Treasury Money Market Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Y shares which was adopted by the Class Y shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.49%
Worst Quarter: Quarter ended September 30, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
U.S. Treasury Money Market Fund 10/25/04 0.25% 0.77% 0.38%

  

 

  1 Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

  21 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

Additional Summary

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem shares of the funds on any business day by calling your financial intermediary. The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time. Investments in Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are limited to accounts beneficially owned by natural persons.

 

Tax Information

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Retail Tax Free Obligations Fund intends to pay interest that is exempt from federal income tax, including the federal alternative minimum tax, although a portion of the fund’s distributions may not be tax-exempt.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

  22 Prospectus – First American Money
     Market Funds Class Y Shares

 

 

 

 

More about the Funds

 

Principal Investment Strategies

  

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government

 

23Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Principal Investment Strategies

 

agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, have obtained the approval of the fund’s board of trustees to continue to hold the security.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

24Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Principal Investment Strategies

 

Retail Prime Obligations Fund

 

Retail Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The

 

Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Tax Free Obligations Fund

 

Under normal market conditions, Retail Tax Free Obligations Fund pursues its objective by investing at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain

 

25Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Principal Investment Strategies

 

funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

 

●revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax. Under abnormal market conditions, the fund may invest more than 20% of its total assets in such taxable securities, as conditions dictate. This may prevent the fund from achieving its goal of providing maximum current income exempt from federal income taxes.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Treasury Obligations Fund

 

Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

U.S. Treasury Money Market Fund

 

U.S. Treasury Money Market Fund pursues its objective by investing exclusively in direct obligations of the U.S. Treasury. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds

 

Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

26Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund  
●  Credit Risk ●  Market Risk
●  Cybersecurity Risk ●  Redemption Risk
●  Income Risk ●  Regulatory Risk
●  Interest Rate Risk ●  Repurchase Agreement Risk
●  Liquidity Risk  
   
Institutional Prime Obligations Fund  
●  Banking Industry Risk ●  Market Risk
●  Credit Risk ●  Municipal Security Risk
●  Cybersecurity Risk ●  Redemption Risk
●  Foreign Security Risk ●  Regulatory Risk
●  Income Risk ●  Repurchase Agreement Risk
●  Interest Rate Risk ●  Variable Rate Demand Note (VRDN) Risk
●  Liquidity Risk  
   
Retail Prime Obligations Fund  
●  Banking Industry Risk ●  Market Risk
●  Credit Risk ●  Municipal Security Risk
●  Cybersecurity Risk ●  Redemption Risk
●  Foreign Security Risk ●  Regulatory Risk
●  Income Risk ●  Repurchase Agreement Risk
●  Interest Rate Risk ●  Variable Rate Demand Note (VRDN) Risk
●  Liquidity Risk  
   
Retail Tax Free Obligations Fund  
●  Credit Risk ●  Municipal Security Risk
●  Cybersecurity Risk ●  Redemption Risk
●  Income Risk ●  Regulatory Risk
●  Interest Rate Risk ●  Tax Risk
●  Liquidity Risk ●   Tender Option Bond (TOB) Risk
●  Market Risk ●  Variable Rate Demand Note (VRDN) Risk
   
Treasury Obligations Fund  
●  Credit Risk ●  Market Risk
●  Cybersecurity Risk ●  Redemption Risk
●  Income Risk ●  Regulatory Risk
●  Interest Rate Risk ●  Repurchase Agreement Risk
●  Liquidity Risk  
   
U.S. Treasury Money Market Fund  
●  Credit Risk ●  Liquidity Risk
●  Cybersecurity Risk ●  Market Risk
●  Income Risk ●  Redemption Risk
●  Interest Rate Risk ●  Regulatory Risk

 

27Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Description of Principal Investment

 

Banking Industry Risk. An adverse development in the banking industry (domestic or foreign) may affect the value of Institutional Prime Obligations Fund’s and Retail Prime Obligations Fund’s investments more than if the fund was not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal and monetary policy and general economic cycles. For example, deteriorating economic and business conditions can disproportionately impact companies in the banking industry due to increased defaults on payments by borrowers. Moreover, political and regulatory changes can affect the operations and financial results of companies in the banking industry, potentially imposing additional costs and expenses or restricting the types of business activities of these companies.

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Foreign Security Risk. The foreign securities in which Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Political or social instability or diplomatic developments could adversely affect the securities. There is also the risk of possible withholding taxes, seizure of foreign deposits, currency controls, interest limitations, or other governmental restrictions which might affect the payment of principal or interest on securities owned by the fund. In addition, there may be less public information available about foreign corporations and foreign banks and their branches.

 

Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

28Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Description of Principal Investment

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because Government Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security or, additionally for Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, because a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk. The value of municipal securities owned by Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

29Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

More about the Funds

 

Description of Principal Investment

 

For Institutional Prime Obligations Fund and Retail Prime Obligations Fund, if the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price. Securities purchased by the fund under a repurchase agreement may include securities that the fund is not otherwise permitted to purchase directly, such as long-term government bonds, investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. The value of these securities may be more volatile or less liquid than the securities the fund is permitted to purchase directly, which increases the risk that the fund will be unable to recover fully in the event of the seller’s default.

 

Tax Risk. In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by Institutional Prime Obligations Fund, Retail Prime Obligations Fund or Retail Tax Free Obligations Fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk. Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the funds invest only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk. Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the funds invest only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

30Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Fund Management

 

Investment Adviser 

 

U.S. Bancorp Asset Management, Inc. 800

Nicollet Mall 

Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [____], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

 

 

Management fee
as a% of average
daily net assets
Government Obligations Fund 0.05%
Institutional Prime Obligations Fund 0.07%
Retail Prime Obligations Fund 0.10%
Retail Tax Free Obligations Fund 0.05%
Treasury Obligations Fund 0.05%

U.S. Treasury Money Market Fund

0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.15%, on an annual basis, of the aggregate average daily net assets attributable to Class Y shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

31Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Fund Management

 

Investment Adviser continued

 

Custody Services. U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Shareholder Servicing Fees. Each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.25% of its average daily net assets attributable to Class Y shares for providing or arranging for the provision of shareholder services to the holders of its Class Y shares.

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

32Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

Shareholder Eligibility

 

Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are “retail” money market funds as defined under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”). As retail money market funds, shareholders must be “natural persons.” Natural persons are permitted to invest in the Retail Prime Obligations Fund and Retail Tax Free Obligations Fund through certain tax-advantaged savings accounts, trusts and other retirement and investment accounts, including, for example: (1) participant-directed defined contribution plans; (2) individual retirement accounts; (3) simplified employee pension arrangements; (4) SIMPLE retirement accounts; (5) custodial accounts; (6) deferred compensation plans for government or tax-exempt organization employees; (7) Archer medical savings accounts; (8) college savings plans; (9) health savings account plans; (10) ordinary trusts and estates of natural persons; or (11) certain other retirement and investment accounts having an institutional decision maker (e.g., a plan sponsor in certain retirement arrangements or an investment adviser managing discretionary investment accounts).

 

In order to make an initial investment in the Retail Prime Obligations Fund or Retail Tax Free Obligations Fund, you must furnish to the fund, or your financial intermediary, if any, an account application that provides certain information (e.g., Social Security Number or government-issued identification, such as a driver’s license or passport) that confirms your eligibility to invest in the fund. The fund will refuse to open an account or require a financial intermediary to refuse to open an account if you fail to (1) provide a Social Security Number or other government-issued identification (e.g., a driver’s license or passport); or (2) certify that such number or other information is correct (if required to do so under applicable law).

 

Pricing of Fund Shares

 

Each Fund other than Institutional Prime Obligations Fund

 

Each fund other than Institutional Prime Obligations Fund utilizes the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Calculating Net Asset Value” below.

 

33Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund prices and transacts in its shares at a floating NAV, rounded to the fourth decimal place (i.e., $1.0000). The fund’s NAV is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The fund’s investments for which market quotations are readily available will be valued at market value on the basis of quotations furnished by a pricing service or provided by securities dealers. If market quotations are not readily available, or if the adviser believes that such quotations do not accurately reflect market prices, the fair value of the fund’s investments will be determined in good faith based upon valuation procedures established by the board. Short-term debt obligations maturing in sixty days or less may be valued at amortized cost where the adviser believes that it approximates market value.

 

The NAV per share of each share class of the fund is calculated at 8:00 a.m., 11:00 a.m. and 2:00 p.m. Central time (each an “NAV calculation time”) on each business day that the fund is open. If a purchase order is received on a business day by 2:00 p.m. Central time and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after 2:00 p.m. Central time, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by 2:00 p.m. Central time but an anticipated wire payment is not received by the fund by the close of the Federal Reserve wire transfer system that same day (normally, 5:00 p.m. Central time), your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, or by the fund’s transfer agent or custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent by one of the NAV calculation times listed above. Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). You will not earn a dividend on the day a redemption order is accepted.

 

Your purchase or redemption price will be based on the NAV per share next calculated after your order is received by the fund in proper form. Purchase and redemption orders received after an NAV calculation time specified above, including an Early Close (as such term is defined under “Other Pricing Information” below), will be processed at the next NAV calculation time.

 

Other Pricing Information

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early (an “Early Close”), a fund may also close trading early.

 

Some financial intermediaries may charge a transaction-based fee for helping you purchase or redeem shares or an asset-based fee. Contact your financial intermediary for more information.

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class Y shares.

 

Class Y shares are offered at NAV, with no front-end or contingent deferred sales charge, but with an annual

 

34Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

shareholder servicing fee of 0.25%.

 

Class Y shares are only available to certain accounts for which a financial intermediary acts in a fiduciary, agency, custodial, or other service capacity, and through certain investment portals.

 

Shareholder Servicing Plan

 

Each fund also has adopted a non-Rule 12b-1 shareholder servicing plan and agreement with respect to its Class Y shares. Under this plan and agreement, each fund pays U.S. Bancorp Asset Management a shareholder servicing fee at an annual rate of 0.25% of average daily Class Y share net assets for providing or arranging for the provision of shareholder services to the holders of Class Y shares. No distribution-related services are provided under this plan and agreement.

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website. Your purchase or redemption price for Class Y shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the funds on any business day by calling your financial intermediary. Additional information on purchasing or redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

After you have established your account, signatures on a written request must be guaranteed, whether by a Medallion Program member or a non-Medallion Program member, in the following situations:

 

●If you are requesting a change in ownership on your account;

●When redemption proceeds are payable or sent to any person, address or bank account not on record;

●When a redemption request is received by the transfer agent and the account address has changed within

 

35Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

the last 30 calendar days; or
●For all redemptions in excess of $50,000 from any shareholder account.

 

The fund may waive any of the above requirements in certain instances. In addition to the situations described above, the fund(s) and/or the transfer agent reserve the right to require a signature guarantee in other instances based on the circumstances relative to the particular situation.

 

Non-financial transactions, including establishing or modifying certain services on an account, may require a signature guarantee, signature verification from a Signature Validation Program member, or other acceptable form of authentication from a financial institution source.

 

A signature guarantee assures that a signature is genuine and protects shareholders from unauthorized account transfers. Banks, savings and loan associations, trust companies, credit unions, broker-dealers, and member firms of a national securities exchange may guarantee signatures. Call your financial intermediary to determine if it has this capability. A notary public is not an acceptable signature guarantor.

 

Funding of Redemptions. Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

●if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

 

●for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

 

●for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

 

●for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, for each fund other than Institutional Prime Obligations Fund, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

As discussed below under “Additional Information on Purchasing and Redeeming Fund Shares – Liquidity Fees and Redemption Gates,” with respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, each fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary or Investor Services at 800 677-3863.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders.

 

36Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the times specified in the table below on each business day that the funds are open, except that the NAV for Government Obligations Fund, Retail Prime Obligations Fund and Treasury Obligations Funds is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

  

 

Deadline for orders to be

received in order to receive

the current day’s NAV

Government Obligations Fund 3:45 p.m. Central time
Institutional Prime Obligations Fund 8:00 a.m., 11:00 a.m. and 2:00 p.m. Central time
Retail Prime Obligations Fund 3:45 p.m. Central time
Retail Tax Free Obligations Fund 11:30 a.m. Central time
Treasury Obligations Fund 3:45 p.m. Central time

U.S. Treasury Money Market Fund 

12:30 p.m. Central time

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

Transactions through Financial Intermediaries and Timing of Orders

 

Each fund other than Institutional Prime Obligations Fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include

 

37Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’. distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Financial intermediaries are required to adopt and implement policies, procedures and internal controls reasonably designed to limit all beneficial owners of Retail Prime Obligations Fund and Retail Tax Free Obligations Fund to natural persons and, upon request, provide satisfactory evidence that they have such policies, procedures and internal controls in place. In addition, a financial intermediary is required to involuntarily redeem its customers that do not satisfy the eligibility requirements as set forth above. The funds reserve the right to redeem shares in any account that they cannot confirm to their satisfaction is beneficially owned by natural persons, after providing advance notice.

 

For Institutional Prime Obligations Fund, financial intermediaries may transmit purchase and redemption orders to the fund’s transfer agent on your behalf. Financial intermediaries are not permitted to serve as the fund’s agent for the receipt of purchase and redemption orders. The fund will be deemed to have received a purchase or redemption order once the order is accepted in proper form by the fund’s transfer agent, which may not occur on the day you submitted the order to your financial intermediary. Your purchase or redemption order will be priced at the fund’s current NAV next determined after it is accepted by the fund’s transfer agent. Financial intermediaries are not able to buy and sell shares of the fund through the National Securities Clearing Corporation. The fund, the adviser and their affiliates will not be responsible for any loss for orders that are not transmitted to the transfer agent by financial intermediaries on a timely basis.

 

Liquidity Fees and Redemption Gates

 

With respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, the board of trustees is permitted to impose a liquidity fee on redemptions (up to 2%) or temporarily restrict redemptions from a fund for up to 10 business days during a 90 day period (a “redemption gate”), in the event that a fund’s weekly liquid assets fall below the following thresholds:

 

●30% weekly liquid assets—If the weekly liquid assets of the fund falls below 30% of the fund’s total assets at any time, and the board determines it is in the best interests of the fund, the board may impose a liquidity fee of no more than 2% of the amount redeemed and/or a redemption gate that temporarily suspends the right of redemption. Such liquidity fee or redemption gate may be imposed as early as the same day on which the fund’s weekly liquid assets fall below 30% of its total assets and may occur before the end of the business day.

 

●10% weekly liquid assets— If the weekly liquid assets of the fund falls below 10% of the fund’s total assets as of the end of a business day, the fund will impose, at the beginning of the next business day, a liquidity fee of 1% of the amount redeemed, unless the board determines that imposing such a fee would not be in the best interests of the fund or determines that a lower or higher fee (not to exceed 2%) would be in the best interests of the fund.

 

Liquidity fees and redemptions gates may be terminated at any time in the discretion of the board. Liquidity fees and redemptions gates will also terminate at the beginning of the next business day once the fund has

 

38Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

invested 30% or more of its total assets in weekly liquid assets as of the end of a business day. The fund may only suspend redemptions for up to 10 business days in any 90-day period. If a fund’s weekly liquid assets fall below 10% of its total assets, the fund’s board may consider liquidating the fund.

 

Weekly liquid assets generally include: (a) cash; (b) direct obligations of the U.S. Government; (c) certain U.S. Government agency discount notes with remaining maturities of 60 days or less; (d) securities that will mature or are subject to a demand feature that is exercisable and payable within five business days; or (e) amounts receivable and due unconditionally within five business days on pending sales of portfolio securities. For these purposes, weekly liquid assets are calculated as of the end of each business day.

 

If a fund imposes a redemption gate, the fund and your financial intermediary will not accept redemption orders until the fund has notified shareholders that the redemption gate has been lifted. Any redemption orders submitted while a redemption gate is in effect will be cancelled without further notice. If you still wish to redeem shares once the redemption gate has been lifted, you will need to submit a new redemption request to the fund or your financial intermediary. Unprocessed purchase orders that the fund received prior to notification of the imposition of a liquidity fee or redemption gate will be cancelled unless re-confirmed. Under certain circumstances, the fund may honor redemption orders (or pay redemptions without adding a liquidity fee to the redemption amount) if the fund can verify that the redemption order was submitted to the fund’s agent before the fund imposed liquidity fees or suspended redemptions.

 

The board generally expects that a liquidity fee or redemption gate would be imposed, if at all, during periods of extraordinary market stress. The board generally expects that a liquidity fee or redemption gate would be imposed only after the fund has notified financial intermediaries and shareholders that a liquidity fee or redemption gate will be imposed.

 

Announcements regarding the imposition of liquidity fees or redemption gates, or the termination of liquidity fees or redemption gates, will be filed with the SEC on Form N-CR and will be available on the website of the fund (http://www.firstamericanfunds.com). In addition, the fund will make such announcements through a supplement to its prospectuses and may make such announcements through a press release or by other means.

 

Liquidity fees are designed to transfer the costs of liquidating fund securities from shareholders who remain in the fund to those who leave the fund during periods when liquidity is scarce. Liquidity fees imposed by a fund will reduce the amount you will receive upon the redemption of your shares, and each fund generally expects such fees will generally decrease the amount of any capital gain or increase the amount of any capital loss you will recognize with respect to such redemption. Proceeds to a fund from liquidity fees may take the form of a return to shareholders as a distribution.

 

Financial intermediaries will be required to promptly take such actions reasonably requested by a fund, the transfer agent or USBAM to implement, modify or remove, or to assist the fund in implementing, modifying or removing, a liquidity fee or redemption gate established by the fund.

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the

 

39Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Retail Tax Free Obligations Fund intends to meet certain federal tax requirements so that distributions of tax-exempt interest income may be treated as “exempt-interest dividends.” These dividends are not subject to regular federal tax. However, although it has no current intention of investing in municipal securities subject to the alternative minimum tax, the fund may invest up to 20% of its net assets in municipal securities the interest on which is subject to the federal alternative minimum tax. Any portion of exempt-interest dividends attributable to interest on these securities may increase some shareholders’ alternative minimum tax. In addition, exempt-interest dividends may be subject to state and local income tax. Distributions of income other than tax-exempt interest income (including from the Fund's investment in taxable money market instruments) generally will be taxable as ordinary income.

 

Because Institutional Prime Obligations Fund is subject to a floating NAV, a sale of shares of that fund may result in a capital gain or loss for you. In addition, if one of the other funds were not able to maintain a stable NAV, or were to impose a liquidity fee, redeeming shares of that fund would likely cause you to recognize a capital gain or loss. When you sell your shares of Institutional Prime Obligations Fund, or another fund if it were unable to maintain a stable NAV or impose a liquidity fee , you will generally recognize a capital gain or loss in an amount equal to the difference between your adjusted tax basis in the shares and the amount received. If you elect to adopt the NAV method of accounting, rather than compute gain or loss on every taxable disposition of fund shares as described above, you will determine your gain or loss based on the change in the aggregate value of your fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss will be treated as short-term capital gain or loss. If you choose not to adopt a simplified “NAV method” of accounting, any such capital gain or loss is long-term or short-term depending on whether your holding period in the shares sold exceeds one year. Capital losses in any year are deductible only to the extent of capital gains, plus, in the case of a non-corporate taxpayer, generally $3,000 of income. Certain other special tax rules may apply to your capital gains or losses on fund shares.

 

Any liquidity fees you incur on shares redeemed will generally decrease the amount of any capital gain (or increase the amount of any capital loss) you recognize with respect to such redemption.

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to investment professionals, participating institutions and “one-stop” mutual fund networks (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; reimbursement of ticket or operational charges (fees that an institution charges its representatives for effecting transactions in fund shares); lump sum payment for services provided; the type and nature of services or support furnished by

 

40Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Shareholder Information

 

the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

41Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Financial Highlights

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [                ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request.

 

42Prospectus – First American Money Market Funds
  Class Y Shares

 

 

 

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.007       0.019       0.011       0.003  
Distributions (from net investment income)     (0.000 )1     (0.007 )     (0.019 )     (0.011 )     (0.003 )
Distributions (from net realized gains on investments)     0.000 1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.73 %     1.92 %     1.06 %     0.26 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 9,032,404     $ 10,197,395     $ 9,961,713     $ 9,440,721     $ 8,694,560  
Ratio of Expenses to Average Net Assets     0.09 %     0.37 %     0.45 %     0.45 %     0.44 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.71 %     1.91 %     1.06 %     0.28 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.47 %     0.47 %     0.48 %     0.49 %     0.49 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.37 )%     0.61 %     1.88 %     1.02 %     0.23 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

43

Prospectus – 

First American Money Market Funds
Class Y Shares

 

 

 

 

Financial Highlights 

 

Institutional Prime Obligations Fund*

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.0003     $ 1.0001     $ 1.0001     $ 1.0000     $ 1.0000  
Net Investment Income     0.0001       0.0084       0.0206       0.0129       0.0044  
Distributions (from net investment income)     (0.0001 )     (0.0084 )     (0.0206 )     (0.0129 )     (0.0044 )
Realized and unrealized (losses) on investments     (0.0002 )     0.0002       (0.0000 )1     0.0001       0.0000 1
Distributions (from net realized gains on investments)     —       (0.0000 )1     —       —       (0.0000 )1
Net Asset Value, End of Period   $ 1.0001     $ 1.0003     $ 1.0001     $ 1.0001     $ 1.0000  
Total Return2     (0.01 )%     0.86 %     2.08 %     1.30 %     0.46 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 220,389     $ 317,298     $ 337,078     $ 509,603     $ 333,617  
Ratio of Expenses to Average Net Assets     0.17 %     0.42 %     0.45 %     0.45 %     0.45 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.87 %     2.06 %     1.32 %     0.41 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.51 %     0.51 %     0.53 %     0.55 %     0.59 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.33 )%     0.79 %     1.98 %     1.22 %     0.27 %

 

* Prior to October 14, 2016, the fund was named Prime Obligations Fund. 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

44

Prospectus – 

First American Money Market Funds
Class Y Shares

 

 

 

 

Financial Highlights 

 

Retail Prime Obligations Fund

 

    Fiscal year ended August 31,  
      2021       2020       2019       2018       2017  
Per Share Data                                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.009       0.021       0.013       0.006  
Distributions (from net investment income)     (0.000 )1     (0.009 )     (0.021 )     (0.013 )     (0.006 )
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.01 %     0.87 %     2.09 %     1.34 %     0.55 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 6,005     $ 1,442,471     $ 1,350,240     $ 1,301,030     $ 1,142,900  
Ratio of Expenses to Average Net Assets     0.24 %     0.42 %     0.45 %     0.45 %     0.45 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.82 %     2.07 %     1.34 %     0.56 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.49 %     0.49 %     0.50 %     0.51 %     0.52 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.24 )%     0.75 %     2.02 %     1.28 %     0.49 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

45

Prospectus – 

First American Money Market Funds
Class Y Shares

 

 

 

 

Financial Highlights 

 

Retail Tax Free Obligations Fund*

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.006       0.012       0.008       0.003  
Distributions (from net investment income)     (0.000 )1     (0.006 )     (0.012 )     (0.008 )     (0.003 )
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.61 %     1.16 %     0.77 %     0.31 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 14,691     $ 384,088     $ 333,668     $ 316,973     $ 260,044  
Ratio of Expenses to Average Net Assets     0.18 %     0.40 %     0.45 %     0.45 %     0.45 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.56 %     1.15 %     0.79 %     0.31 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.54 %     0.54 %     0.58 %     0.57 %     0.62 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.35 )%     0.42 %     1.02 %     0.67 %     0.14 %

 

* Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

46

Prospectus – 

First American Money Market Funds
Class Y Shares

 

 

 

 

Financial Highlights 

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.007       0.019       0.011       0.003  
Distributions (from net investment income)     (0.000 )1     (0.007 )     (0.019 )     (0.011 )     (0.003 )
Distributions (from net realized gains on investments)     —       (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.72 %     1.92 %     1.07 %     0.25 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 2,823,404     $ 3,255,855     $ 2,439,178     $ 2,692,690     $ 2,577,051  
Ratio of Expenses to Average Net Assets     0.09 %     0.36 %     0.45 %     0.45 %     0.44 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.66 %     1.90 %     1.08 %     0.25 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.47 %     0.48 %     0.49 %     0.49 %     0.50 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.37 )%     0.54 %     1.86 %     1.04 %     0.19 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

47

Prospectus – 

First American Money Market Funds
Class Y Shares

 

 

 

 

Financial Highlights 

 

U.S. Treasury Money Market Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     —       0.007       0.019       0.010       0.002  
Distributions (from net investment income)     —       (0.007 )     (0.019 )     (0.010 )     (0.002 )
Distributions (from net realized gains on investments)     (0.000 )1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.70 %     1.87 %     1.04 %     0.21 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 710,358     $ 795,799     $ 598,298     $ 684,906     $ 696,466  
Ratio of Expenses to Average Net Assets     0.09 %     0.36 %     0.45 %     0.45 %     0.43 %
Ratio of Net Investment Income to Average Net Assets     0.00 %     0.66 %     1.87 %     1.04 %     0.21 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.48 %     0.49 %     0.51 %     0.52 %     0.53 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.39 )%     0.53 %     1.81 %     0.97 %     0.11 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

 

48

Prospectus – 

First American Money Market Funds
Class Y Shares

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information 

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect 

We may collect the following nonpublic personal information about you: 

●Information about your identity, such as your name, address, and social security number.

●Information about your transactions with us.

●Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information 

We gather nonpublic personal information about you and your accounts so that we can: 

●Know who you are and prevent unauthorized access to your information.
●Comply with the laws and regulations that govern us.

 

What information we disclose 

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security 

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections 

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the First American Family of Funds

 

 

NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE 

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds 

P.O. Box 1330 

Minneapolis, MN 55440-1330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(GRAPHIC) 

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

 

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.

 



SEC file number: 811-23751

 

 

 

 

image  

 

Class Z Shares

 

FUND TICKER SYMBOLS
   
Government Obligations Fund [___]
 
Institutional Prime Obligations Fund [___]
 
Retail Prime Obligations Fund [___]
 
Retail Tax Free Obligations Fund [___]
 
Treasury Obligations Fund [___]
 
U.S. Treasury Money Market Fund [___]

 

As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the funds’ shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the funds (or from your financial intermediary, such as a broker-dealer or bank). Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the funds electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your fund shares or, if you are a direct shareholder, by calling 1-800-677-3863.

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the funds, you can call 1-800-677-3863 to let the funds know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the funds.

 

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the shares of these funds, or determined if the information in this prospectus is accurate or complete. Any statement to the contrary is a criminal offense.

 

 

 

Table of

 

Contents

 

Fund Summaries 1
Government Obligations Fund 1
Institutional Prime Obligations Fund 4
Retail Prime Obligations Fund 8
Retail Tax Free Obligations Fund 12
Treasury Obligations Fund 16
U.S. Treasury Money Market Fund 19
Additional Summary Information 22
More about the Funds 23
Investment Objectives 23
Principal Investment Strategies 23
Other Investment Strategies 27
Principal Investment Risks 28
Description of Principal Investment Risks 29
Disclosure of Portfolio Holdings 31
Fund Management 32
Investment Adviser 32
Portfolio Managers 33

 

Please find First American Funds’ Privacy Policy inside the back cover of this Prospectus.

 

 

 

 

Shareholder Information 34
Shareholder Eligibility 34
Pricing of Fund Shares 34
Share Classes 36
Determining Your Share Price 37
Purchasing and Redeeming Fund Shares 37
Additional Information on Purchasing and Redeeming Fund Shares 38
Dividends and Distributions 42
Taxes 42
Additional Payments to Institutions 43
Staying Informed 43
Financial Highlights 44

 

This prospectus and the related Statement of Additional Information (SAI) do not constitute an offer to sell or a solicitation of an offer to buy shares in the funds, nor shall any such shares be offered or sold to any person in any jurisdiction in which an offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

 

 

 

Fund Summaries

 

Government Obligations Fund

 

Investment Objective

 

Government Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

 

Shareholder Fees
(fees paid directly from your investment)
Class Z
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.11%
Total Annual Fund Operating Expenses 0.21%
Less Fee Waivers1 (0.03)%
Net Expenses1 0.18%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.18%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Z
1 year $  18
3 years $  65
5 years $115
10 years $ 265

 

 1Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Principal Investment Strategies

 

Government Obligations Fund invests exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

 2Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Government Obligations Fund continued

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Government Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Z shares which was adopted by the Class Z shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.57%
Worst Quarter: Quarter ended December 31, 2015* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Government Obligations Fund 12/1/03 0.37% 1.02% 0.51%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.02%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc. (the “adviser”)

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 3Prospectus – First American Money Market Funds
  Class Z Shares

 

Fund Summaries

 

Institutional Prime Obligations Fund

 

Investment Objective

 

Institutional Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class Z
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.16%
Total Annual Fund Operating Expenses 0.26%
Less Fee Waivers1 (0.06)%
Net Expenses1 0.20%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.20%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 , at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Z
1 year $  20
3 years $  78
5 years $140
10 years $325

 

 4Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Principal Investment Strategies

 

Institutional Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Because the share price of the fund will fluctuate, when you sell your shares they may be worth more or less than what you originally paid for them. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

 5Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

 6Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

Institutional Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Institutional Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Z shares which was adopted by the Class Z shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.63%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Institutional Prime Obligations Fund2 8/1/03 0.50% 1.20% 0.62%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.04%.
2   Prior to October 14, 2016, the fund was named Prime Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 7Prospectus – First American Money Market Funds
  Class Z Shares

 

Fund Summaries

 

Retail Prime Obligations Fund

 

Investment Objective

 

Retail Prime Obligations Fund’s objective is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class Z
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.13%
Total Annual Fund Operating Expenses 0.23%
Less Fee Waivers1 (0.03)%
Net Expenses1 0.20%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.20%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 , at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Z
1 year $  20
3 years $  71
5 years $126
10 years $290

 

 8Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Principal Investment Strategies

 

Retail Prime Obligations Fund invests in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Banking Industry Risk — An adverse development in the banking industry (domestic or foreign) may affect the value of the fund’s investments more than if the fund were not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal, regulatory and monetary policy and general economic cycles.

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

 9Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Foreign Security Risk — Securities of foreign issuers, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

 10Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

Retail Prime Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Prime Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Z shares which was adopted by the Class Z shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.61%
Worst Quarter: Quarter ended December 31, 2020* 0.01%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS     Inception   Since
AS OF 12/31/20     Date One Year Inception
Retail Prime Obligations Fund     7/18/16 0.49% 1.32%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 11Prospectus – First American Money Market Funds
  Class Z Shares

 

Fund Summaries

 

Retail Tax Free Obligations Fund

 

Investment Objective

 

Retail Tax Free Obligations Fund’s objective is to seek maximum current income exempt from federal income taxes consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class Z
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.20%
Total Annual Fund Operating Expenses 0.30%
Less Fee Waivers1 (0.10)%
Net Expenses1 0.20%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.20%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 , at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Z
1 year $  20
3 years $  86
5 years $159
10 years $371

 

 12Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Retail Tax Free Obligations Fund invests at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

 13Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security, or a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk — The value of municipal securities owned by the fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

Tax Risk — In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by the fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk — Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the fund invests only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk — Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the fund invests only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

 14Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

Retail Tax Free Obligations Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Retail Tax Free Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Z shares which was adopted by the Class Z shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.38%
Worst Quarter: Quarter ended December 31, 2020* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Retail Tax Free Obligations Fund2 12/1/03 0.44% 0.78% 0.39%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.
2   Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 15Prospectus – First American Money Market Funds
  Class Z Shares

 

Fund Summaries

 

Treasury Obligations Fund

 

Investment Objective

 

Treasury Obligations Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class Z
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.12%
Total Annual Fund Operating Expenses 0.22%
Less Fee Waivers1 (0.04)%
Net Expenses1 0.18%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.18%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 , at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Z
1 year $  18
3 years $  67
5 years $120
10 years $276

 

 16Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

Treasury Obligations Fund continued

 

Principal Investment Strategies

 

Under normal market conditions, Treasury Obligations Fund invests exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

 17Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

Treasury Obligations Fund continued

 

Repurchase Agreement Risk — If the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, Treasury Obligations Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Z shares which was adopted by the Class Z shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended June 30, 2019 0.57%
Worst Quarter: Quarter ended December 31, 2015* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
Treasury Obligations Fund 12/1/03 0.35% 1.01% 0.51%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.01%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 18Prospectus – First American Money Market Funds
  Class Z Shares

 

Fund Summaries

 

U.S. Treasury Money Market Fund

 

Investment Objective

 

U.S. Treasury Money Market Fund’s objective is to seek maximum current income consistent with the preservation of capital and maintenance of liquidity.

 

Fees and Expenses

 

The following tables describe the fees and expenses that you may pay if you buy , hold, and sell shares of the fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below .

 

Shareholder Fees
(fees paid directly from your investment)
Class Z
Maximum Sales Charge (Load) None
Maximum Deferred Sales Charge (Load) None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
 
Management Fees 0.10%
Distribution and/or Service (12b-1) Fees None
Other Expenses 0.14%
Total Annual Fund Operating Expenses 0.24%
Less Fee Waivers1 (0.04)%
Net Expenses1 0.20%

 

1The adviser has contractually agreed to waive fees and reimburse other fund expenses through February 28, 2023 , so that total annual fund operating expenses, after waivers, do not exceed 0.20%. These fee waivers and expense reimbursements may be terminated at any time after February 28, 2023 , at the discretion of the adviser. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the fund’s board of trustees .

 

Example: This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the fund’s operating expenses remain the same (except that the example incorporates the fund’s expense limitation arrangements for only the first year of each period presented). You would incur these hypothetical expenses whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

  Class Z
1 year $  20
3 years $  73
5 years $131
10 years $302

 

 19Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Principal Investment Strategies

 

U.S. Treasury Money Market Fund invests exclusively in direct obligations of the U.S. Treasury. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Principal Risks

 

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a deposit of U.S. Bank National Association and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor has no legal obligation to provide financial support to the fund, and you should not expect that the sponsor will provide financial support to the fund at any time.

 

The principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds. Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which it appears.

 

Principal risks of investing in this fund include:

 

Credit Risk — The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk — The fund may be subject to operational and informational security risks resulting from breaches in cybersecurity at the fund, the fund’s affiliates or service providers. A cybersecurity breach at an issuer of securities in which the fund invests may cause such securities to lose value.

 

Income Risk — The level of income you receive from the fund will be affected by movements in short-term interest rates.

 

Interest Rate Risk — The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. During periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns.

 

Liquidity Risk — The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security.

 

Market Risk — Market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions resulting from major cybersecurity events, geopolitical events, public health emergencies, among other events, may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Redemption Risk — If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk — Changes to monetary policy by the Federal Reserve or other regulatory actions may impact the fund’s operations, universe of potential investment options, and return potential.

 

 20Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Fund Summaries

 

U.S. Treasury Money Market Fund continued

 

Fund Performance

 

The following bar chart and table provide some indication of the potential risks of investing in the fund. The fund’s past performance is not necessarily an indication of how the fund will perform in the future. Updated performance information is available online at www.firstamericanfunds.com or by calling 800 677-3863.

 

The bar chart shows you the variability of the fund’s performance from year to year. The table illustrates the fund’s average annual total returns over the time periods indicated.

 

The performance shown in the bar chart and performance table is the performance of the fund’s predecessor entity, U.S. Treasury Money Market Fund, a series of First American Funds, Inc. (the “Predecessor Fund”), prior to the commencement of the fund’s operations. On [_____, 2022], the fund acquired all of the assets, subject to the liabilities, of the Predecessor Fund through a tax-free reorganization (the “Reorganization”). As a result of the Reorganization, the fund adopted the performance and financial history of the Predecessor Fund. The fund has the same investment objective, strategy, risks and investment advisor as the Predecessor Fund. As a result, the performance of the fund would have been substantially similar to that of the Predecessor Fund.

 

The bar chart shows the performance of the Predecessor Fund’s Class Z shares which was adopted by the Class Z shares of the fund for periods prior to the Reorganization. If the Predecessor Fund’s investment adviser had not waived or reimbursed certain Predecessor Fund expenses during these periods, the Predecessor Fund’s returns would have been lower.

 

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR1 
 
 
Best Quarter: Quarter ended March 31, 2019 0.55%
Worst Quarter: Quarter ended December 31, 2015* 0.00%
*   Most recent quarter with this return during the period of the chart.

  

AVERAGE ANNUAL TOTAL RETURNS Inception  
AS OF 12/31/20 Date One Year Five Years Ten Years
U.S. Treasury Money Market Fund 10/25/04 0.35% 0.96% 0.48%

 

1   Total return for the period 1/1/21 through 9/30/21 was 0.00%.

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

 

Other Information

 

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please see “Additional Summary Information” on page 22 of the prospectus.

 

 21Prospectus – First American Money Market Funds
  Class Z Shares

 

Additional Summary Information

 

Purchase and Sale of Fund Shares

 

You may purchase or redeem Class Z shares of the funds on any business day. If you have an account directly with the funds, you can purchase or redeem shares by contacting Investor Services at 800 677-3863. You may also become a shareholder by establishing an account through various financial intermediaries authorized to offer Class Z shares. Investments in Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are limited to accounts beneficially owned by natural persons.

 

Class Z shares are only available to corporations; private banks and trust companies; endowments and foundations; defined contribution, defined benefit and other employer-sponsored plans; wrap or advisory accounts of broker-dealers and registered investment advisers that charge an asset-based fee; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; any other institution or customers of financial intermediaries who invest a minimum initial investment amount of $10 million ($1 million for Institutional Prime Obligations Fund) in a fund; any other individual investors who invest a minimum initial investment amount of $10 million ($1 million for Institutional Prime Obligations Fund) directly with a fund; securities lending clients of U.S. Bank National Association; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount different than the above-referenced minimums, based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

The funds reserve the right to waive or lower purchase minimums under certain circumstances. Additionally, the funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

Tax Information

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income. Dividends attributable to income from U.S. government securities may be exempt from state personal income taxes.

 

Retail Tax Free Obligations Fund intends to pay interest that is exempt from federal income tax, including the federal alternative minimum tax, although a portion of the fund’s distributions may not be tax-exempt.

 

Payments to Broker-Dealers and Other Financial Intermediaries

 

If you purchase a fund through a broker-dealer or other financial intermediary (such as a bank), the fund and its related companies may pay the intermediary for the sale of fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

 22Prospectus – First American Money Market Funds
  Class Z Shares

 

More about the Funds

 

Investment Objectives

 

The investment objective of each fund is to seek maximum current income to the extent consistent with the preservation of capital and maintenance of liquidity. Each fund’s investment objective may be changed without shareholder approval. Please remember, there is no guarantee that any fund will achieve its objective.

 

Principal Investment Strategies

 

The funds’ principal investment strategies are discussed below. These are the strategies that the funds’ investment adviser believes are most likely to be important in trying to achieve the funds’ objectives. You should be aware that each fund may also use strategies and invest in securities that are not described in this prospectus, but that are described in the SAI. For a copy of the SAI, call Investor Services at 800 677-3863.

 

Principal Investment Strategies Applicable to Each Fund

 

Each fund complies with Securities and Exchange Commission (SEC) regulations that apply to money market funds. These regulations require that each fund’s investments mature within 397 days from the date of purchase and that each fund maintain a weighted average maturity of 60 days or less and a weighted average life of 120 days or less. The funds may invest in securities with variable or floating interest rates and securities with demand features. The maturities of these securities are determined according to regulations which allow the funds to consider some of these securities as having maturities shorter than their stated maturity dates. All of the funds’ investments must be in U.S. dollar-denominated high quality securities which have been determined by the funds’ adviser to present minimal credit risk, which determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. With limited exceptions, a fund may not invest more than 5% of its total assets in securities issued by the same issuer. Each fund must comply with weekly liquidity standards that require a fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each fund must also comply with daily liquidity standards that require a fund to hold at least 10% of its total assets in cash, direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

When selecting securities for each fund, the portfolio managers first consider general economic factors, market conditions, and the short-term interest rate environment in determining what types of short-term instruments to purchase. The portfolio managers then select the specific instruments to be purchased. Generally, the portfolio managers buy and hold securities until their maturities. However, the portfolio managers may sell securities for a variety of reasons, such as to adjust the portfolio’s average maturity, credit, liquidity or yield metrics.

 

For liquidity and to respond to unusual market conditions, the funds may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the funds from meeting their investment objectives.

 

 23Prospectus – First American Money Market Funds
  Class Z Shares

 

 

More about the Funds

 

Principal Investment Strategies continued

 

Government Obligations Fund

 

Government Obligations Fund pursues its objective by investing exclusively in short-term U.S. government securities, including repurchase agreements secured by U.S. government securities. The fund will provide shareholders with at least 60 days advance notice before changing this policy. U.S. government securities are bonds or other debt obligations issued or guaranteed as to principal and interest by the U.S. government or one of its agencies or instrumentalities. U.S. Treasury securities and some obligations of U.S. government agencies and instrumentalities are supported by the full faith and credit of the U.S. government. Other U.S. government securities are backed by the right of the issuer to borrow from the U.S. Treasury. Still others are supported only by the credit of the issuer or instrumentality.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, have obtained the approval of the fund’s board of trustees to continue to hold the security.

 

 24Prospectus – First American Money Market Funds
  Class Z Shares

 

 

More about the Funds

 

Principal Investment Strategies continued

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

Retail Prime Obligations Fund

 

Retail Prime Obligations Fund pursues its objective by investing in high-quality short-term debt obligations, including:

 

●commercial paper;

●U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million (including fixed and variable rate certificates of deposit, time deposits, and bankers’ acceptances);

●non-convertible corporate debt securities;

●securities issued by the U.S. government or one of its agencies or instrumentalities;

●municipal securities, including variable rate demand notes, commercial paper, and municipal notes and other short-term municipal obligations;

●loan participation interests; and

●repurchase agreements.

 

The fund concentrates its investments in the banking industry. Therefore, under normal market conditions, the fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. The fund may, however, invest 25% or less of its total assets in this industry as a temporary defensive measure.

 

The adviser will only purchase (and hold) securities that it determines present minimal credit risk. If a security is no longer determined to present minimal credit risk, the adviser will make every attempt to sell the security, unless it has determined that it would not be in the best interest of the fund to dispose of the security at that time and, where necessary, has obtained the approval of the fund’s board of trustees to continue to hold the security.

 

U.S. government securities issued by the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal Home Loan Banks (FHLB) are neither issued nor guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the United States. These entities, however, were chartered or supported by Acts of Congress and are supported by federal subsidies, loans or other benefits. The Government National Mortgage Association (Ginnie Mae) is a wholly-owned U.S. corporation that is authorized to guarantee timely payment and interest of its securities. U.S. government securities issued by Ginnie Mae are guaranteed by the full faith and credit of the United States. Other U.S. government securities do not have an explicit guarantee but support is implied due to the government sponsorship of their mandated activities, including securities issued by the Tennessee Valley Authority and Federal Farm Credit Banks.

 

 25Prospectus – First American Money Market Funds
  Class Z Shares

 

  

More about the Funds

 

Principal Investment Strategies continued

 

Retail Tax Free Obligations Fund

Under normal market conditions, Retail Tax Free Obligations Fund pursues its objective by investing at least 80% of its total assets in high-quality, short-term municipal securities that pay interest that is exempt from federal income tax, including the federal alternative minimum tax. The municipal securities in which the fund invests include variable rate demand notes (VRDNs) and tender option bonds (TOBs), which are floating rate instruments that provide the fund with the option to put or tender the VRDN or TOB back to the issuer at par. VRDNs and TOBs typically have some form of external credit or liquidity support. The fund also may invest in other municipal securities, including commercial paper, municipal notes and other short-term municipal obligations.

 

Municipal securities are issued by state and local governments, and certain U.S. territorial possessions, to finance public infrastructure projects such as streets and highways, schools, water and sewer systems, hospitals, and airports. They also may be issued to refinance outstanding obligations as well as to obtain funds for general operating expenses and for loans to other public institutions and facilities. There are two principal classifications of municipal securities:

 

●general obligation bonds, which are backed by the full faith, credit, and taxing power of the issuer; and

●revenue bonds, which are payable only from the revenues generated by a specific project or from another specific revenue source.

 

Under normal market conditions, up to 20% of the fund’s total assets may be invested in taxable money market securities and municipal securities subject to the alternative minimum tax, although the fund does not currently intend to invest in municipal securities subject to the alternative minimum tax. Under abnormal market conditions, the fund may invest more than 20% of its total assets in such taxable securities, as conditions dictate. This may prevent the fund from achieving its goal of providing maximum current income exempt from federal income taxes.

 

Because the fund refers to tax-free investments in its name, it has a fundamental investment policy that it will normally invest its assets so that at least 80% of the income that it distributes will be exempt from federal regular income tax, including the federal alternative minimum tax. This policy may not be changed without shareholder approval.

 

Treasury Obligations Fund
Under normal market conditions, Treasury Obligations Fund pursues its objective by investing exclusively in short-term U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

 26Prospectus – First American Money Market Funds
  Class Z Shares

 

 

More about the Funds

 

Principal Investment Strategies continued

 

U.S. Treasury Money Market Fund
U.S. Treasury Money Market Fund pursues its objective by investing exclusively in direct obligations of the U.S. Treasury. The fund will provide shareholders with at least 60 days advance notice before changing this policy. The U.S. Treasury obligations in which the fund invests include U.S. Treasury bonds, notes, and bills. These types of Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. U.S. Treasury obligations are backed by the full faith and credit of the U.S. government.

 

Other Investment Strategies

 

Other Money Market Funds
Each fund may invest in other money market funds that invest in the same types of securities as the respective fund, as a non-principal investment strategy, including the other money market funds advised by the funds’ investment adviser. To avoid duplicative investment advisory fees, when a fund invests in another money market fund advised by the fund’s investment adviser, the investment adviser reimburses the fund an amount equal to the fund’s proportionate share of the investment advisory fee paid by the other money market fund to the investment adviser. If the fund invests in money market funds advised by another investment adviser, you will bear both your proportionate share of the expenses in the fund (including management and advisory fees) and, indirectly, the expenses of such other money market fund.

 

 27Prospectus – First American Money Market Funds
  Class Z Shares

 

More about the Funds

 

Principal Investment Risks

 

The principal risks of investing in each fund are identified and further discussed below.

 

Government Obligations Fund

● Credit Risk ● Market Risk
● Cybersecurity Risk ● Redemption Risk
● Income Risk ● Regulatory Risk
● Interest Rate Risk ● Repurchase Agreement Risk
● Liquidity Risk    

 

Institutional Prime Obligations Fund 

● Banking Industry Risk ● Market Risk
● Credit Risk ● Municipal Security Risk
● Cybersecurity Risk ● Redemption Risk
● Foreign Security Risk ● Regulatory Risk
● Income Risk ● Repurchase Agreement Risk
● Interest Rate Risk ● Variable Rate Demand Note (VRDN) Risk
● Liquidity Risk    

 

Retail Prime Obligations Fund 

● Banking Industry Risk ● Market Risk
● Credit Risk ● Municipal Security Risk
● Cybersecurity Risk ● Redemption Risk
● Foreign Security Risk ● Regulatory Risk
● Income Risk ● Repurchase Agreement Risk
● Interest Rate Risk ● Variable Rate Demand Note (VRDN) Risk
● Liquidity Risk    

 

Retail Tax Free Obligations Fund 

● Credit Risk ● Municipal Security Risk
● Cybersecurity Risk ● Redemption Risk
● Income Risk ● Regulatory Risk
● Interest Rate Risk ● Tax Risk
● Liquidity Risk ● Tender Option Bond (TOB) Risk
● Market Risk ● Variable Rate Demand Note (VRDN) Risk

 

Treasury Obligations Fund 

● Credit Risk ● Market Risk
● Cybersecurity Risk ● Redemption Risk
● Income Risk ● Regulatory Risk
● Interest Rate Risk ● Repurchase Agreement Risk
● Liquidity Risk    

 

U.S. Treasury Money Market Fund 

● Credit Risk ● Liquidity Risk
● Cybersecurity Risk ● Market Risk
● Income Risk ● Redemption Risk
● Interest Rate Risk ● Regulatory Risk

 

 28Prospectus – First American Money Market Funds
  Class Z Shares

 

 

More about the Funds

 

Description of Principal Investment Risks

 

Banking Industry Risk. An adverse development in the banking industry (domestic or foreign) may affect the value of Institutional Prime Obligations Fund’s and Retail Prime Obligations Fund’s investments more than if the fund was not invested to such a degree in the banking industry. Banks may be particularly susceptible to certain economic factors such as interest rate changes, adverse developments in the real estate market, fiscal and monetary policy and general economic cycles. For example, deteriorating economic and business conditions can disproportionately impact companies in the banking industry due to increased defaults on payments by borrowers. Moreover, political and regulatory changes can affect the operations and financial results of companies in the banking industry, potentially imposing additional costs and expenses or restricting the types of business activities of these companies.

 

Credit Risk. The value of your investment might decline if the issuer of an obligation held by the fund defaults on the obligation or has its credit rating downgraded.

 

Cybersecurity Risk. With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a fund may be subject to operational and informational security risks resulting from breaches in cybersecurity (“cyber-attacks”). A cyber-attack refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption, or lose operational capacity. Cyber-attacks include, but are not limited to, infection by computer viruses or other malicious software code, gaining unauthorized access to systems, networks, or devices that are used to service the fund’s operations through “hacking” or other means for the purpose of misappropriating assets or sensitive information, corrupting data, or causing operational disruption.

 

Cybersecurity failures or breaches by the funds’ affiliates or service providers, may cause disruptions and impact the business operations, potentially resulting in financial losses to both a fund and its shareholders, the inability of fund shareholders to transact business, inability to calculate a fund’s net asset value, impediments to trading, violations of applicable privacy and other laws (including the release of private shareholder information), regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. While the adviser has risk management systems designed to prevent or reduce the impact of such cyber-attacks, there are inherent limitations in such controls, systems and protocols, including the possibility that certain risks have not been identified, as well as the rapid development of new threats. These cybersecurity risks are also present for issuers of securities in which a fund invests, which could result in material adverse consequences for such issuers, and may cause a fund’s investment in such securities to lose value and may result in financial loss for fund shareholders.

 

Foreign Security Risk. The foreign securities in which Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest, even when dollar denominated and publicly traded in the United States, may involve risks not associated with the securities of domestic issuers. Political or social instability or diplomatic developments could adversely affect the securities. There is also the risk of possible withholding taxes, seizure of foreign deposits, currency controls, interest limitations, or other governmental restrictions which might affect the payment of principal or interest on securities owned by the fund. In addition, there may be less public information available about foreign corporations and foreign banks and their branches. Uncertainty surrounding the sovereign debt of several European Union countries, as well as the continued existence of the European Union itself, has disrupted and may continue to disrupt

 

 29Prospectus – First American Money Market Funds
  Class Z Shares

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

markets in the United States and around the world. If a country changes its currency or leaves the European Union or if the European Union dissolves, the world’s securities markets likely will be significantly disrupted.

 

Income Risk. The level of income you receive from the fund will be affected by movements in short-term interest rates. Because Government Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by those securities, these funds may offer less income than money market funds investing in other high-quality money market securities.

 

Interest Rate Risk. The value of your investment might decline because of a sharp rise in interest rates that causes the value of the fund’s portfolio holdings to fall. Negative or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates, including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield (and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00 per share, as applicable. The fund may be subject to a greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives.

 

Many financial instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As such, the potential effect of a transition away from LIBOR on a fund or the financial instruments in which a fund invests cannot yet be determined.

 

Liquidity Risk. The fund may not be able to sell a security in a timely manner or at a desired price, or may be unable to sell the security at all, because of a lack of demand in the market for the security or, additionally, for Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, because a liquidity provider defaults on its obligation to purchase the security when properly tendered by the fund.

 

Market Risk. Financial markets around the world may experience extreme volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil resulting from major cybersecurity events, geopolitical events (including wars, terror attacks, and disruptions to foreign economic and trade relationships), public health emergencies, measures to address budget deficits, downgrading of sovereign debt, and public sentiment, among other events. Resulting market volatility, dramatic changes to interest rates, and otherwise unfavorable economic conditions may negatively impact the fund’s performance or impair the fund’s ability to achieve its investment objective.

 

Municipal Security Risk. The value of municipal securities owned by Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may be adversely affected by future changes in federal income tax laws, including rate reductions or the imposition of a flat tax, and adverse changes in the financial conditions of municipal securities issuers.

 

Redemption Risk. If there are unexpectedly high redemptions of fund shares, the fund might have to sell portfolio securities prior to their maturity, possibly at a loss.

 

Regulatory Risk. Changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate

 

 30Prospectus – First American Money Market Funds
  Class Z Shares

 

 

More about the Funds

 

Description of Principal Investment Risks continued

 

sensitivity and reduced liquidity, which may impact the funds’ operations, universe of potential investment options, and return potential.

 

Repurchase Agreement Risk. If the seller of a repurchase agreement defaults on its obligation to repurchase securities from Government Obligations Fund or Treasury Obligations Fund, the fund may incur costs in disposing of the collateral and may experience losses if there is any delay in its ability to do so.

 

For Institutional Prime Obligations Fund and Retail Prime Obligations Fund, if the seller of a repurchase agreement defaults on its obligation to repurchase securities from the fund, the fund may incur costs in disposing of the securities purchased and may experience losses if the proceeds from the sale of the securities are less than the full repurchase price. Securities purchased by the fund under a repurchase agreement may include securities that the fund is not otherwise permitted to purchase directly, such as long-term government bonds, investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. The value of these securities may be more volatile or less liquid than the securities the fund is permitted to purchase directly, which increases the risk that the fund will be unable to recover fully in the event of the seller’s default.

 

Tax Risk. In order to be tax-exempt, municipal securities generally must meet certain regulatory requirements. If a municipal security fails to meet these requirements, the interest received by Institutional Prime Obligations Fund, Retail Prime Obligations Fund or Retail Tax Free Obligations Fund from its investment in the security and distributed to shareholders may be taxable.

 

Tender Option Bond (TOB) Risk. Investments in TOBs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the tender option. While the funds invest only in TOBs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Variable Rate Demand Note (VRDN) Risk. Investments in VRDNs involve credit risk with respect to the issuer or financial institution providing the fund with the credit and liquidity support for the unconditional put option. While the funds invest only in VRDNs of high quality issuers, or which are supported by high quality financial institutions, it is still possible that an issuer or financial institution could default on its obligations.

 

Disclosure of Portfolio Holdings

 

Information concerning the funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the funds’ website (www.firstamericanfunds.com) under “Portfolio Holdings.” This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. Each fund’s portfolio holdings are also posted on this same page on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date.

 

On each business day, each fund will post its levels of daily and weekly liquid assets and information on net inflows/outflows on the fund’s web page under “Our Funds.” This information is typically as of the end of the preceding business day and remains posted on the website until the next publication date. This information is also included for typically a 30-day rolling period in the enhanced disclosure report found on this same page.

 

A description of the funds’ policies and procedures with respect to the disclosure of the funds’ portfolio securities is available in the funds’ SAI.

 

 31Prospectus – First American Money Market Funds
  Class Z Shares

 

Fund Management

 

Investment Adviser

 

U.S. Bancorp Asset Management, Inc.

800 Nicollet Mall

Minneapolis, MN 55402

 

U.S. Bancorp Asset Management provides investment management services to individuals and institutions, which may include corporations, foundations, pensions, and retirement plans. As of [____], 2021, U.S. Bancorp Asset Management had more than $____ billion in assets under management, including investment company assets of more than $____ billion. As investment adviser, U.S. Bancorp Asset Management manages the funds’ business and investment activities, subject to the authority of the funds’ board of trustees .

 

Each fund pays the investment adviser a monthly management fee for providing investment advisory services. The table below reflects management fees paid to the investment adviser, after taking into account any fee waivers, for the funds’ most recently completed fiscal year.

 

  Management fee
  as a % of average
  daily net assets
Government Obligations Fund 0.05%
Institutional Prime Obligations Fund 0.07%
Retail Prime Obligations Fund 0.10%
Retail Tax Free Obligations Fund 0.05%
Treasury Obligations Fund 0.05%
U.S. Treasury Money Market Fund 0.05%

 

U.S. Bancorp Asset Management may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in U.S. Bancorp Asset Management’s sole discretion. These waivers and reimbursements may be terminated at any time by U.S. Bancorp Asset Management.

 

A discussion regarding the basis for the board’s approval of the funds’ investment advisory agreement will be included in the first shareholder report that covers the period in which the Funds commence operations.

 

Additional Compensation

 

U.S. Bancorp Asset Management, U.S. Bank National Association (U.S. Bank) and other affiliates of U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) and other trust and agency accounts that invest in the First American funds. As described above, U.S. Bancorp Asset Management receives compensation for acting as the funds’ investment adviser. U.S. Bancorp Asset Management, U.S. Bank and their affiliates also receive compensation from the funds as set forth below.

 

Administration Services. U.S. Bancorp Asset Management and its affiliate, U.S. Bancorp Fund Services, LLC (Fund Services), act as the funds’ administrator and sub-administrator, respectively, providing administration services that include general administrative and accounting services, blue sky services and shareholder services. For such services, each fund pays U.S. Bancorp Asset Management the fund’s pro rata portion of up to 0.15%, on an annual basis, of the aggregate average daily net assets attributable to Class Z shares of all First American money market funds. U.S. Bancorp Asset Management pays Fund Services a portion of its fee, as agreed to from time to time. In addition to these fees, the funds may reimburse U.S. Bancorp Asset Management for any out-of-pocket expenses incurred in providing administration services.

 

 32Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Fund Management

 

Investment Adviser continued

 

Custody Services. U.S. Bank provides custody services to each fund. U.S. Bank is paid monthly fees equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the funds in excess of $50 billion.

 

Transfer Agency Services. Fund Services provides transfer agency and dividend disbursing services, as well as certain shareholder services, to the funds. Fund Services receives fees for transfer agency and dividend disbursing services on a per shareholder account basis, subject to a minimum fee per share class. In addition, the funds may reimburse Fund Services for any out-of-pocket expenses incurred in providing transfer agency services.

 

Other Compensation. To the extent that fund shares are held through U.S. Bank or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities may receive distribution and/or shareholder servicing fees from the funds’ distributor as well as other payments from the funds’ distributor and/or adviser as described below under “Shareholder Information — Additional Payments to Institutions.”

 

Portfolio Managers

 

The funds are managed by a team of persons who are employed by U.S. Bancorp Asset Management.

 

 33Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Shareholder Information

 

Shareholder Eligibility

 

Retail Prime Obligations Fund and Retail Tax Free Obligations Fund are “retail” money market funds as defined under Rule 2a-7 of the Investment Company Act of 1940, as amended (the “Investment Company Act”). As retail money market funds, shareholders must be “natural persons.” Natural persons are permitted to invest in the Retail Prime Obligations Fund and Retail Tax Free Obligations Fund through certain tax-advantaged savings accounts, trusts and other retirement and investment accounts, including, for example: (1) participant-directed defined contribution plans; (2) individual retirement accounts; (3) simplified employee pension arrangements; (4) SIMPLE retirement accounts; (5) custodial accounts; (6) deferred compensation plans for government or tax-exempt organization employees; (7) Archer medical savings accounts; (8) college savings plans; (9) health savings account plans; (10) ordinary trusts and estates of natural persons; or (11) certain other retirement and investment accounts having an institutional decision maker (e.g., a plan sponsor in certain retirement arrangements or an investment adviser managing discretionary investment accounts).

 

In order to make an initial investment in the Retail Prime Obligations Fund or Retail Tax Free Obligations Fund, you must furnish to the fund, or your financial intermediary, if any, an account application that provides certain information (e.g., Social Security Number or government-issued identification, such as a driver’s license or passport) that confirms your eligibility to invest in the fund. The fund will refuse to open an account or require a financial intermediary to refuse to open an account if you fail to (1) provide a Social Security Number or other government-issued identification (e.g., a driver’s license or passport); or (2) certify that such number or other information is correct (if required to do so under applicable law).

 

Pricing of Fund Shares

 

Each Fund other than Institutional Prime Obligations Fund

 

Each fund other than Institutional Prime Obligations Fund utilizes the amortized cost method of valuation to transact at a $1.00 share price. A fund’s net asset value (NAV) is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The securities held by the funds are valued on the basis of amortized cost. This involves valuing an instrument at its cost and thereafter assuming a constant amortization of any discount or premium until the instrument’s maturity, rather than looking at actual changes in the market value of the instrument. Each fund’s NAV is normally expected to be $1 per share.

 

The NAV per share of each share class of a fund is calculated at the times listed below under “Calculating Net Asset Value.” If a purchase order is received on a business day by the deadline listed below under “Calculating Net Asset Value” and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after the deadline specified above, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by the deadline specified above but an anticipated wire payment is not received by a fund by the close of the Federal Reserve wire transfer system that same day, your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, the transfer agent, or the fund’s custodian.

 

 34Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent or a financial intermediary that has been authorized to accept orders on behalf of the fund, as described herein, by the deadline listed below under “Calculating Net Asset Value.” Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

Your purchase or redemption price will be based on that day’s NAV per share if your order is received by the funds or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form prior to the time the fund calculates its NAV. See “Calculating Net Asset Value” below. Contact your financial intermediary to determine the time by which it must receive your order to be assured same day processing. To make sure your order is in proper form, you must follow the instructions set forth below under “Purchasing and Redeeming Fund Shares.”

 

Institutional Prime Obligations Fund

 

Institutional Prime Obligations Fund prices and transacts in its shares at a floating NAV, rounded to the fourth decimal place (i.e., $1.0000). The fund’s NAV is equal to the market value of its investments and other assets, less any liabilities, divided by the number of fund shares. The fund’s investments for which market quotations are readily available will be valued at market value on the basis of quotations furnished by a pricing service or provided by securities dealers. If market quotations are not readily available, or if the adviser believes that such quotations do not accurately reflect market prices, the fair value of the fund’s investments will be determined in good faith based upon valuation procedures established by the board. Short-term debt obligations maturing in sixty days or less may be valued at amortized cost where the adviser believes that it approximates market value.

 

The NAV per share of each share class of the fund is calculated at 8:00 a.m., 11:00 a.m. and 2:00 p.m. Central time (each an “NAV calculation time”) on each business day that the fund is open. If a purchase order is received on a business day by 2:00 p.m. Central time and payment in federal funds is received by the fund by the close of the Federal Reserve wire transfer system (normally, 5:00 p.m. Central time), then dividends will begin to accrue on the same business day that the wire purchase order is received. If a purchase order is received on a business day after 2:00 p.m. Central time, you will begin to accrue dividends the next business day. Also, in the event a wire purchase order is placed by 2:00 p.m. Central time but an anticipated wire payment is not received by the fund by the close of the Federal Reserve wire transfer system that same day (normally, 5:00 p.m. Central time), your purchase may be cancelled and you may be liable for any resulting losses or fees incurred by the fund, or by the fund’s transfer agent or custodian.

 

Redemption proceeds to be paid by wire will normally be paid to the domestic bank account designated in the current records of the fund’s transfer agent on the same day of the redemption order, but in no event more than seven days, if the redemption order is accepted in proper form by the transfer agent by one of the NAV calculation times listed above. Redemption proceeds will normally be paid by the close of the Federal Reserve wire system (normally, 5:00 p.m. Central time). For the avoidance of doubt, redemption proceeds will be forwarded as promptly as possible and in any event within seven days after the redemption order is received in proper form by the fund's transfer agent. You will not earn a dividend on the day a redemption order is accepted.

 

 35Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Shareholder Information

 

Pricing of Fund Shares continued

 

Your purchase or redemption price will be based on the NAV per share next calculated after your order is received by the fund or a financial intermediary that has been authorized to accept orders on behalf of a fund, as described herein, in proper form. Purchase and redemption orders received after an NAV calculation time specified above, including an Early Close (as such term is defined under “Other Pricing Information” below), will be processed at the next NAV calculation time.

 

Other Pricing Information

 

You may purchase or redeem shares of the funds on any business day that the Federal Reserve Bank of New York (Federal Reserve) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A fund may close when the Federal Reserve is open and the New York Stock Exchange (NYSE) is closed, such as Good Friday. On any business day when the Securities Industry Financial Markets Association recommends that the bond markets close trading early (an “Early Close”), a fund may also close trading early.

 

Some financial intermediaries may charge a transaction-based fee for helping you purchase or redeem shares or an asset-based fee. Contact your financial intermediary for more information.

 

Share Classes

 

The funds issue their shares in multiple classes. This prospectus offers Class Z shares.

 

Class Z shares are offered at NAV, with no front-end or contingent deferred sales charge and no distribution (12b-1) or shareholder servicing fee.

 

Class Z shares are only available to corporations; private banks and trust companies; endowments and foundations; defined contribution, defined benefit and other employer-sponsored plans; wrap or advisory accounts of broker-dealers and registered investment advisers that charge an asset-based fee; institutional retirement plan platforms; insurance companies; bank trusts; 529 college savings plans; family offices; other registered investment companies and pooled investment vehicles; any other institution or customers of financial intermediaries who invest a minimum initial investment amount of $10 million ($1 million for Institutional Prime Obligations Fund) in a fund; any other individual investors who invest a minimum initial investment amount of $10 million ($1 million for Institutional Prime Obligations Fund) directly with a fund; securities lending clients of U.S. Bank National Association; and certain investors and related accounts as detailed in the fund’s SAI.

 

A financial intermediary may impose a minimum initial and/or additional investment amount different than the above-referenced minimums, based on household assets under management held with the financial intermediary or with the funds, or the capability to reach a higher level of investment than the initial amount invested, among other possible criteria.

 

 36Prospectus – First American Money Market Funds
  Class Z Shares

 

Shareholder Information

 

Determining Your Share Price

 

Because the current prospectus and SAI are available on First American Funds’ website free of charge, we do not disclose the following information separately on the website. Your purchase or redemption price for Class Z shares is the fund’s next determined net asset value after the fund, or its designated agent, receives your order in proper form. To understand how the funds calculate their net asset value, see “Additional Information on Purchasing, Redeeming, and Exchanging Funds Shares — Calculating Net Asset Value” below.

 

Purchasing and Redeeming Fund Shares

 

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. As a result, when you open an account, we will ask for your name, permanent street address, date of birth, and social security or taxpayer identification number. If you are opening the account in the name of a legal entity (e.g., partnership, limited liability company, business trust, corporation, etc.), you must also supply the identity of the beneficial owners. Addresses containing a P.O. Box only will not be accepted. We may also ask for other identifying documents or information. You may purchase or redeem shares by calling your financial institution. If you do not provide the information, we will not be able to open your account. In the rare event that we are unable to verify your identity as required by law, we reserve the right to redeem your account at the current NAV of fund shares. You will be responsible for any losses, taxes, expenses, fees, or other results of such a redemption.

 

You may purchase or redeem shares of the funds on any business day through your financial intermediary. Additional information on redeeming shares through your financial intermediary can be found below under “Transactions through Financial Intermediaries.”

 

Shares of the funds are generally offered to persons in the United States and are also available for purchase in certain foreign jurisdictions through qualifying financial intermediaries.

 

The funds reserve the right to reject any purchase order and to close a shareholder’s account at any time.

 

When purchasing shares, payment must be made by wire transfer, which can be arranged by your financial intermediary. You cannot purchase shares by wire on days when federally chartered banks are closed.

 

If a fund receives a redemption request by the time the fund calculates its NAV, as specified below, payment will be made the same day by transfer of federal funds if the Fedwire transfer system is available for use that day. Otherwise, payment will be made on the next business day.

 

Under normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 

Suspension or Postponement of Redemptions. Each fund reserves the right to suspend the right of shareholder redemption, or postpone the date of payment:

 

•if emergency conditions should exist, as specified in the Investment Company Act, or as determined by the SEC, as a result of which disposal of portfolio securities or determination of the NAV of the fund is not reasonably practicable;

 

 37Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Shareholder Information

 

Purchasing and Redeeming Fund Shares Continued

 

•for any period during which trading on the NYSE is restricted as determined by the SEC or the NYSE is closed (other than customary weekend and holiday closings);

•for any period during which the SEC has, by rule or regulation, deemed that (1) trading shall be restricted or (2) an emergency exists; or

•for such other periods as the SEC may by order permit for the protection of shareholders of the fund.

 

In addition, for each fund other than Institutional Prime Obligations Fund, in the unlikely event that the funds’ board of trustees were to determine pursuant to SEC regulations that the extent of the deviation between a fund’s amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the board will cause the fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results, including suspending redemption of shares and liquidating the fund under Rule 22e-3 of the Investment Company Act.

 

As discussed below under “Additional Information on Purchasing and Redeeming Fund Shares – Liquidity Fees and Redemption Gates,” with respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, each fund’s board of trustees will be permitted to temporarily suspend the right of shareholder redemption if the fund’s weekly liquid assets fall below certain thresholds.

 

Purchases In-Kind. Generally, all purchases will be in cash. However, the funds reserve the right to permit you to purchase shares through the exchange of other securities that you own if consistent with a fund’s investment objective, policies, and operations. The market value of any securities exchanged, plus any cash, must be at least $25 million. Please contact your financial intermediary or Investor Services at 800 677-3863.

 

Redemptions In-Kind. Generally, all redemptions will be for cash. However, the funds reserve the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash. If payment by a fund is made in securities, the fund will value the securities selected in the same manner in which it computes its NAV. This process minimizes the effect of large redemptions on the fund and its remaining shareholders. If you receive redemption proceeds in-kind, you should expect to incur transaction costs upon disposition of those securities. In addition, if you receive redemption proceeds in-kind, you will be subject to market gains or losses upon the disposition of those securities. Redemption proceeds will typically by paid in securities from the fund's portfolio on a pro-rata basis but may be paid with individual securities.

 

Additional Information on Purchasing and Redeeming Fund Shares

 

Calculating Net Asset Value

 

The funds generally calculate their NAV per share as of the times specified in the table below on each business day that the funds are open, except that the NAV for Government Obligations Fund, Retail Prime Obligations Fund and Treasury Obligations Funds is generally calculated at 1:00 p.m. Central time on days on which the bond markets have an “Early Close” (typically on the business day preceding a Federal holiday). Purchase and redemption orders received after closing time, including an Early Close, will be processed the next business day.

 

 38Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

  Deadline for orders to be
  received in order to receive
  the current day’s NAV
Government Obligations Fund 3:45 p.m. Central time
Institutional Prime Obligations Fund 8:00 a.m., 11:00 a.m., and 2:00 p.m. Central time
Retail Prime Obligations Fund 3:45 p.m. Central time
Retail Tax Free Obligations Fund 11:30 a.m. Central time
Treasury Obligations Fund 3:45 p.m. Central time
U.S. Treasury Money Market Fund 12:30 p.m. Central time

 

Frequent Trading of Fund Shares

 

The funds are designed to offer investors a liquid cash option and it is anticipated that shareholders will purchase and redeem fund shares on a frequent basis. Frequent trading by shareholders may disrupt the management of the funds and increase fund expenses. However, given the short-term nature of the funds’ investments and their use of the amortized cost method for calculating the NAV of fund shares, the funds do not anticipate that in the normal case frequent or short-term trading into and out of the funds will have significant adverse consequences for the funds and their shareholders. Accordingly, the funds’ board of trustees has not adopted policies or procedures to monitor or discourage frequent or short-term trading of the funds’ shares.

 

Escheatment

 

If your account is held directly with the funds and is later deemed “abandoned” or “unclaimed” under state law, the funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold. It is your responsibility to ensure that you maintain a correct address for your account, keep your account active by contacting the fund’s transfer agent or distributor by mail or telephone, and promptly cash all checks for dividends, capital gains and redemptions. The fund, the fund’s transfer agent and U.S. Bancorp Asset Management and its affiliates will not be liable to shareholders or their representatives for good faith compliance with state escheatment laws.

 

Transactions through Financial Intermediaries and Timing of Orders

 

Each fund other than Institutional Prime Obligations Fund has authorized one or more financial intermediaries to accept purchase and redemption orders on the fund’s behalf. Financial intermediaries may include financial advisors, investment advisers, brokers, financial planners, banks, insurance companies, retirement or 401(k) plan administrators and others, including various affiliates of the funds’ adviser, that have entered into agreements with the funds’ distributor, adviser, and/or transfer agent. Such financial intermediaries may be authorized to designate other intermediaries to accept purchase and redemption orders on the fund’s behalf. The fund will be deemed to have received a purchase or redemption order when such financial intermediary or, if applicable, such financial intermediary’s authorized designee, accepts the order. Such orders will be priced at the fund’s NAV next calculated after it is accepted by the financial intermediary. In such cases, if requested by a fund, a financial intermediary will be responsible for providing information with regard to the time that such order for purchase or

 

 39Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

redemption was received. Orders submitted through a financial intermediary that has not received such authorization to accept orders on the fund’s behalf will be priced at the fund’s NAV next calculated after the fund receives and accepts the order from the financial intermediary, which may not occur on the day you submitted the order to the financial intermediary. Since not all financial intermediaries have received such authorization, you may wish to contact your financial intermediary to determine if it has received such authorization.

 

Financial intermediaries are required to adopt and implement policies, procedures and internal controls reasonably designed to limit all beneficial owners of Retail Prime Obligations Fund and Retail Tax Free Obligations Fund to natural persons and, upon request, provide satisfactory evidence that they have such policies, procedures and internal controls in place. In addition, a financial intermediary is required to involuntarily redeem its customers that do not satisfy the eligibility requirements as set forth above. The funds reserve the right to redeem shares in any account that they cannot confirm to their satisfaction is beneficially owned by natural persons, after providing advance notice.

 

For Institutional Prime Obligations Fund, financial intermediaries may transmit purchase and redemption orders to the fund’s transfer agent on your behalf. Financial intermediaries are not permitted to serve as the fund’s agent for the receipt of purchase and redemption orders. The fund will be deemed to have received a purchase or redemption order once the order is accepted in proper form by the fund’s transfer agent, which may not occur on the day you submitted the order to your financial intermediary. Your purchase or redemption order will be priced at the fund’s current NAV next determined after it is accepted by the fund’s transfer agent. Financial intermediaries are not able to buy and sell shares of the fund through the National Securities Clearing Corporation. The fund, the adviser and their affiliates will not be responsible for any loss for orders that are not transmitted to the transfer agent by financial intermediaries on a timely basis.

 

Liquidity Fees and Redemption Gates

 

With respect to Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, the board of trustees is permitted to impose a liquidity fee on redemptions (up to 2%) or temporarily restrict redemptions from a fund for up to 10 business days during a 90 day period (a “redemption gate”), in the event that a fund’s weekly liquid assets fall below the following thresholds:

 

•30% weekly liquid assets—If the weekly liquid assets of the fund falls below 30% of the fund’s total assets at any time, and the board determines it is in the best interests of the fund, the board may impose a liquidity fee of no more than 2% of the amount redeemed and/or a redemption gate that temporarily suspends the right of redemption. Such liquidity fee or redemption gate may be imposed as early as the same day on which the fund’s weekly liquid assets fall below 30% of its total assets and may occur before the end of the business day.

 

•10% weekly liquid assets— If the weekly liquid assets of the fund falls below 10% of the fund’s total assets as of the end of a business day, the fund will impose, at the beginning of the next business day, a liquidity fee of 1% of the amount redeemed, unless the board determines that imposing such a fee would not be in the best interests of the fund or determines that a lower or higher fee (not to exceed 2%) would be in the best interests of the fund.

 

 40Prospectus – First American Money Market Funds
  Class Z Shares

 

  

Shareholder Information

 

Additional Information on Purchasing and Redeeming Fund Shares continued

 

Liquidity fees and redemptions gates may be terminated at any time in the discretion of the board. Liquidity fees and redemptions gates will also terminate at the beginning of the next business day once the fund has invested 30% or more of its total assets in weekly liquid assets as of the end of a business day. The fund may only suspend redemptions for up to 10 business days in any 90-day period. If a fund’s weekly liquid assets fall below 10% of its total assets, the fund’s board may consider liquidating the fund.

 

Weekly liquid assets generally include: (a) cash; (b) direct obligations of the U.S. Government; (c) certain U.S. Government agency discount notes with remaining maturities of 60 days or less; (d) securities that will mature or are subject to a demand feature that is exercisable and payable within five business days; or (e) amounts receivable and due unconditionally within five business days on pending sales of portfolio securities. For these purposes, weekly liquid assets are calculated as of the end of each business day.

 

If a fund imposes a redemption gate, the fund and your financial intermediary will not accept redemption orders until the fund has notified shareholders that the redemption gate has been lifted. Any redemption orders submitted while a redemption gate is in effect will be cancelled without further notice. If you still wish to redeem shares once the redemption gate has been lifted, you will need to submit a new redemption request to the fund or your financial intermediary. Unprocessed purchase orders that the fund received prior to notification of the imposition of a liquidity fee or redemption gate will be cancelled unless re-confirmed. Under certain circumstances, the fund may honor redemption orders (or pay redemptions without adding a liquidity fee to the redemption amount) if the fund can verify that the redemption order was submitted to the fund’s agent before the fund imposed liquidity fees or suspended redemptions.

 

The board generally expects that a liquidity fee or redemption gate would be imposed, if at all, during periods of extraordinary market stress. The board generally expects that a liquidity fee or redemption gate would be imposed only after the fund has notified financial intermediaries and shareholders that a liquidity fee or redemption gate will be imposed.

 

Announcements regarding the imposition of liquidity fees or redemption gates, or the termination of liquidity fees or redemption gates, will be filed with the SEC on Form N-CR and will be available on the website of the fund (http://www.firstamericanfunds.com). In addition, the fund will make such announcements through a supplement to its prospectuses and may make such announcements through a press release or by other means.

 

Liquidity fees are designed to transfer the costs of liquidating fund securities from shareholders who remain in the fund to those who leave the fund during periods when liquidity is scarce. Liquidity fees imposed by a fund will reduce the amount you will receive upon the redemption of your shares, and each fund generally expects such fees will generally decrease the amount of any capital gain or increase the amount of any capital loss you will recognize with respect to such redemption. Proceeds to a fund from liquidity fees may take the form of a return to shareholders as a distribution.

 

Financial intermediaries will be required to promptly take such actions reasonably requested by a fund, the transfer agent or USBAM to implement, modify or remove, or to assist the fund in implementing, modifying or removing, a liquidity fee or redemption gate established by the fund.

 

 41Prospectus – First American Money Market Funds
  Class Z Shares

 

Shareholder Information

 

Dividends and Distributions

 

Each fund earns interest, dividends and other income from its investments, and distributes this income (less fund expenses) to you as dividends. Dividends from a fund’s net investment income are declared daily and paid monthly. A fund may take into account capital gains and losses (other than net long-term capital gains) in its daily dividend declarations. A fund may also make additional distributions for tax purposes if necessary.

 

If a fund receives your wire transfer payment for fund shares by the time the fund determines its NAV, you will begin to accrue dividends on that day. If you redeem shares, you will not receive a dividend on the day of your redemption request if your request is received by the time the fund determines its NAV.

 

Dividends will be reinvested in additional shares of the same fund, unless you request that distributions be reinvested in another First American fund or paid in cash. This request may be made on your new account form, by contacting your financial intermediary, or by calling Investor Services at 800 677-3863. You may change your election by writing or calling the transfer agent at least five days prior to the record date of the next distribution. Cash distributions will be paid on or about the first business day of each month. If you request that your distributions be paid in cash but those distributions cannot be delivered because of an incorrect mailing address, or if a distribution check remains uncashed for six months, the undelivered or uncashed distributions and all future distributions will be reinvested in fund shares at the current NAV.

 

Taxes

 

Some of the tax consequences of investing in the funds are discussed below. More information about taxes is provided in the SAI. However, because everyone’s tax situation is unique, always consult your tax professional about federal, state, and local tax consequences.

 

For Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund, dividends you receive from the funds are generally taxable as ordinary income, whether you reinvest them or take them in cash. Dividends from the funds will not be eligible for the reduced rate of tax that applies to “qualified dividend income.”

 

Retail Tax Free Obligations Fund intends to meet certain federal tax requirements so that distributions of tax-exempt interest income may be treated as “exempt-interest dividends.” These dividends are not subject to regular federal tax. However, although it has no current intention of investing in municipal securities subject to the alternative minimum tax, the fund may invest up to 20% of its net assets in municipal securities the interest on which is subject to the federal alternative minimum tax. Any portion of exempt-interest dividends attributable to interest on these securities may increase some shareholders’ alternative minimum tax. In addition, exempt-interest dividends may be subject to state and local income tax. Distributions of income other than tax-exempt interest income (including from the Fund's investment in taxable money market instruments) generally will be taxable as ordinary income.

 

Because Institutional Prime Obligations Fund is subject to a floating NAV, a sale of shares of that fund may result in a capital gain or loss for you. In addition, if one of the other funds were not able to maintain a stable NAV, or were to impose a liquidity fee, redeeming shares of that fund would likely cause you to recognize a capital gain or loss. When you sell your shares of Institutional Prime Obligations Fund, or another fund if it were unable to maintain a stable NAV or impose a liquidity fee , you will generally recognize a capital gain or loss in an amount equal to the difference between your adjusted tax basis in the shares and the amount received. If you elect to adopt the NAV method of accounting, rather than compute gain or loss on every taxable disposition of fund shares, you will determine your gain or loss based on the change in the aggregate value of your fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss will be treated as short-term capital gain or loss. If you choose not to adopt a simplified “NAV method” of accounting, any such capital gain or loss is long-term or short-term depending on whether your holding period in the shares sold exceeds one year. Capital losses in any year are deductible only to the extent of capital gains, plus, in the case of a

 

 42Prospectus – First American Money Market Funds
  Class Z Shares

 

 

Shareholder Information

 

Taxes continued

 

non-corporate taxpayer, generally $3,000 of income. Certain other special tax rules may apply to your capital gains or losses on fund shares.

 

Any liquidity fees you incur on shares redeemed will generally decrease the amount of any capital gain (or increase the amount of any capital loss) you recognize with respect to such redemption.

 

Additional Payments to Institutions

 

The adviser and/or the distributor may pay additional compensation to investment professionals, participating institutions and “one-stop” mutual fund networks (each an “institution” and, collectively, “institutions”) out of their own resources in connection with the sale or retention of fund shares and/or in exchange for sales and/or administrative services performed on behalf of the institution’s customers. The amounts of these payments may be significant, and may create an incentive for the institution or its employees or associated persons to recommend or sell shares of the funds to you. These payments are not reflected in the fees and expenses listed in the “Fund Summaries” section of the prospectus because they are not paid by the funds.

 

These payments are negotiated and may be based on such factors as the number or value of First American money market fund shares that the institution sells or may sell; the value of the assets invested in the First American money market funds by the institution’s customers; reimbursement of ticket or operational charges (fees that an institution charges its representatives for effecting transactions in fund shares); lump sum payment for services provided; the type and nature of services or support furnished by the institution; and/or other measures as determined from time to time by the adviser and/or distributor.

 

The adviser and/or distributor may make other payments or allow other promotional incentives to institutions to the extent permitted by SEC and FINRA rules and by other applicable laws and regulations. Certain institutions may also receive payments in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the funds through their employee benefit or retirement plan.

 

You can ask your institution for information about any payments it receives from the adviser and/or the distributor and from the funds, and any services your institution provides, as well as about fees and/or commissions your institution charges. You can also find more details about payments made by the adviser and/or the distributor in the funds’ SAI.

 

Staying Informed

 

Shareholder Reports

 

Shareholder reports are mailed twice a year, in October and April. They include financial statements and performance information, and, on an annual basis, the report of independent registered public accounting firm.

 

In an attempt to reduce shareholder costs and help eliminate duplication, the funds will try to limit their mailings to one report for each address that lists one or more shareholders with the same last name. If you would like additional copies, please call Investor Services at 800 677-3863.

 

Statements and Confirmations

 

Statements summarizing activity in your account are mailed quarterly. Confirmations generally are mailed following each purchase or sale of fund shares. Generally, the funds do not send statements to individuals who have their shares held in an omnibus account.

 

 43Prospectus – First American Money Market Funds
  Class Z Shares

 

Financial Highlights

 

Although the Fund has not commenced operations as of the date of this prospectus, as a result of the Reorganization anticipated to occur on or about [          ], the Financial Highlights information presented for the Fund is the financial history of the Predecessor Fund. The Financial Highlights table is intended to help you understand the Predecessor Fund’s financial performance for the periods shown. Certain information reflects the financial results for a single share. The total returns in the table represent the rate that a shareholder would have earned or lost on an investment in the Predecessor Fund (assuming reinvestment of all dividends and/or distributions). The information has been audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Predecessor Fund’s financial statements, is included in the Predecessor Fund’s Annual Report, which is available upon request.

 

 44Prospectus – First American Money Market Funds
  Class Z Shares

 

Financial Highlights

 

Government Obligations Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.009       0.022       0.013       0.005  
Distributions (from net investment income)     (0.000 ) 1     (0.009 )     (0.022 )     (0.013 )     (0.005 )
Distributions (from net realized gains on investments)     (0.000 )1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.03 %     0.92 %     2.20 %     1.33 %     0.53 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 36,578,267     $ 28,187,034     $ 18,335,731     $ 14,681,577     $ 16,442,191  
Ratio of Expenses to Average Net Assets     0.07 %     0.18 %     0.18 %     0.18 %     0.18 %
Ratio of Net Investment Income to Average Net Assets     0.03 %     0.80 %     2.17 %     1.32 %     0.54 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.22 %     0.23 %     0.23 %     0.24 %     0.24 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.12 )%     0.75 %     2.12 %     1.26 %     0.48 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  45 Prospectus –  First American Money Market Funds
Class Z Shares

 

 

 

 

Financial Highlights

 

Institutional Prime Obligations Fund*

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.0002     $ 1.0000     $ 1.0001     $ 1.0000     $ 1.0000  
Net Investment Income     0.0006       0.0111       0.0238       0.0159       0.0069  
Distributions (from net investment income)     (0.0006 )     (0.0111 )     (0.0238 )     (0.0159 )     (0.0069 )
Realized and unrealized (losses) on investments     ( 0.0002 )     0.0002       (0.0001 )     0.0001       0.0000 1
Distributions (from net realized gains on investments)     —       (0.0000 )1     —       —       (0.0000 )1
Net Asset Value, End of Period   $ 1.0000     $ 1.0002     $ 1.0000     $ 1.0001     $ 1.0000  
Total Return2     0.04 %     1.13 %     2.39 %     1.61 %     0.70 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 1,092,496     $ 659,089     $ 746,330     $ 562,601     $ 309,545  
Ratio of Expenses to Average Net Assets     0.11 %     0.15 %     0.14 %     0.15 %     0.20 %
Ratio of Net Investment Income to Average Net Assets     0.05 %     1.12 %     2.37 %     1.67 %     0.52 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.25 %     0.26 %     0.28 %     0.30 %     0.31 %
Ratio of Net Investment Income to Average Net Assets (excluding waivers)     (0.09 )%     1.01 %     2.23 %     1.52 %     0.41 %

 

* Prior to October 14, 2016, the fund was named Prime Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  46 Prospectus –  First American Money Market Funds
Class Z Shares

 

 

 

 

Financial Highlights

 

Retail Prime Obligations Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                                        
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.011       0.023       0.016       0.008  
Distributions (from net investment income)   $ (0.000 )1     (0.011 )     (0.023 )     (0.016 )     (0.008 )
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     1.09 %     2.34 %     1.59 %     0.80 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 421,266     $ 573,241     $ 574,552     $ 346,523     $ 278,460  
Ratio of Expenses to Average Net Assets     0.17 %     0.20 %     0.20 %     0.20 %     0.20 %
Ratio of Net Investment Income to Average Net Assets     0.02 %     1.03 %     2.34 %     1.59 %     0.82 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.24 %     0.25 %     0.25 %     0.26 %     0.26 %
Ratio of Net Investment Income to Average Net Assets (excluding waivers)     (0.05 )%     0.98 %     2.29 %     1.53 %     0.76 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  47 Prospectus –  First American Money Market Funds
Class Z Shares

 

 

 

 

Financial Highlights

 

Retail Tax Free Obligations Fund*

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.008       0.014       0.010       0.006  
Distributions (from net investment income)     (0.000 ) 1     (0.008 )     (0.014 )     (0.010 )     (0.006 )
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return 2     0.01 %     0.81 %     1.41 %     1.02 %     0.56 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 34,986     $ 29,546     $ 49,645     $ 20,631     $ 32,401  
Ratio of Expenses to Average Net Assets     0.12 %     0.20 %     0.20 %     0.20 %     0.20 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.93 %     1.38 %     1.03 %     0.55 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.29 %     0.30 %     0.32 %     0.32 %     0.37 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.16 )%     0.83 %     1.26 %     0.91 %     0.38 %

 

* Prior to October 14, 2016, the fund was named Tax Free Obligations Fund.

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  48 Prospectus –  First American Money Market Funds
Class Z Shares

 

 

 

 

Financial Highlights

 

Treasury Obligations Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.009       0.022       0.013       0.005  
Distributions (from net investment income)     (0.000 )1     (0.009 )     (0.022 )     (0.013 )     (0.005 )
Distributions (from net realized gains on investments)     —       (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.02 %     0.91 %     2.19 %     1.34 %     0.51 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 12,540,215     $ 12,254,555     $ 6,646,073     $ 5,934,233     $ 4,655,060  
Ratio of Expenses to Average Net Assets     0.08 %     0.17 %     0.18 %     0.18 %     0.18 %
Ratio of Net Investment Income to Average Net Assets     0.02 %     0.77 %     2.18 %     1.34 %     0.51 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.23 %     0.23 %     0.24 %     0.24 %     0.24 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.13 )%     0.71 %     2.12 %     1.28 %     0.45 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  49 Prospectus –  First American Money Market Funds
Class Z Shares

 

 

 

 

Financial Highlights

 

U.S. Treasury Money Market Fund

 

    Fiscal year ended August 31,  
    2021     2020     2019     2018     2017  
Per Share Data                              
Net Asset Value, Beginning of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Net Investment Income     0.000 1     0.009       0.021       0.013       0.004  
Distributions (from net investment income)     (0.000 )1     (0.009 )     (0.021 )     (0.013 )     (0.004 )
Distributions (from net realized gains on investments)     (0.000 )1     (0.000 )1     —       —       (0.000 )1
Net Asset Value, End of Period   $ 1.00     $ 1.00     $ 1.00     $ 1.00     $ 1.00  
Total Return2     0.01 %     0.88 %     2.13 %     1.30 %     0.44 %
                                         
Ratios/Supplemental Data                                        
Net Assets, End of Period (000)   $ 2,967,174     $ 2,099,174     $ 781,354     $ 434,331     $ 392,662  
Ratio of Expenses to Average Net Assets     0.08 %     0.19 %     0.20 %     0.20 %     0.20 %
Ratio of Net Investment Income to Average Net Assets     0.01 %     0.72 %     2.10 %     1.27 %     0.42 %
Ratio of Expenses to Average Net Assets (excluding waivers)     0.23 %     0.24 %     0.26 %     0.27 %     0.28 %
Ratio of Net Investment Income (Loss) to Average Net Assets (excluding waivers)     (0.14 )%     0.67 %     2.04 %     1.20 %     0.34 %

 

1 Rounds to zero.

2 Total return would have been lower had certain expenses not been waived.

 

  50 Prospectus –  First American Money Market Funds
Class Z Shares

 

 

 

 

First American Funds’ Privacy Policy

 

We want to provide an explanation to Consumers of what nonpublic personal information is and how it’s collected and used.

 

A “Consumer” is considered an individual investor who invests or has invested in our products for personal, family or household purposes.

 

“Nonpublic personal information” is nonpublic information that we obtain while providing financial products or services to you.

 

How we collect your information

We obtain nonpublic information about you during the account opening process from the applications and other forms you are asked to complete and from the transactions you make with us. We may also receive nonpublic information about you from companies affiliated with us or from other companies that provide services to you.

 

The types of information we collect

 

We may collect the following nonpublic personal information about you:

●Information about your identity, such as your name, address, and social security number.

●Information about your transactions with us.

●Information you provide on applications, such as your beneficiaries and banking information, if provided to us.

 

Why we collect your information

We gather nonpublic personal information about you and your accounts so that we can:

●Know who you are and prevent unauthorized access to your information.

●Comply with the laws and regulations that govern us.

 

What information we disclose

We may share some or all of the nonpublic personal information that we collect about you with our affiliated providers of financial services, including our family of funds and their adviser, and with companies that perform shareholder services on our behalf. We do not use nonpublic information received from our affiliates for marketing purposes.

 

We’re permitted by law to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to affiliated and nonaffiliated third parties to assist us in servicing your account (e.g., mailing of fund-related materials) and to government entities (e.g., IRS for tax purposes).

 

We’ll continue to adhere to the privacy policies and practices described here even after your account is closed or becomes inactive.

 

Confidentiality and security

To protect nonpublic personal information about you, we restrict access to such information to only those employees and authorized agents who need to use the information. We maintain physical, electronic, and procedural safeguards to maintain the confidentiality and security of nonpublic information about you. In addition, we require our service providers to restrict access to nonpublic personal information about you to those employees who need that information in order to provide products or services to you. We also require them to maintain physical, electronic, and procedural safeguards that comply with applicable federal standards and regulations to guard your information.

 

Additional rights and protections

You may have other privacy protections under applicable state laws. To the extent that these state laws apply, we will comply with them when we share information about you. This privacy policy does not apply to your relationship with other financial service providers, such as broker-dealers. We may amend this privacy notice at any time, and we will inform you of changes as required by law.

 

Our pledge applies to products and services offered by the
First American Family of Funds

 

  NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE

 

THIS PAGE IS NOT PART OF THE PROSPECTUS

 

 

 

 

First American Funds  

P.O. Box 1330

Minneapolis, MN 55440-1330

 

 

 

 

 

The Statement of Additional Information (SAI) provides more details about the funds and their policies and is incorporated into this prospectus by reference (which means that it is legally part of this prospectus).

 

Additional information about the funds’ investments will be available in the funds’ annual and semi-annual reports to shareholders.

 

You can obtain a free copy of the funds’ most recent annual or semi-annual reports or the SAI, request other information about the funds, or make other shareholder inquiries by calling Investor Services at 800 677-3863 or by contacting the funds at the address above. Annual or semi-annual reports and the SAI will also be available on the funds’ Internet site at www.firstamericanfunds.com.

Reports and other information about the funds are also available on the EDGAR Database on the SEC’s Internet site at www.sec.gov, or you can obtain copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.



 

SEC file number: 811-23751  

 

 

 

 

 

The information in this statement of additional information is not complete and may be changed. The funds may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This statement of additional information is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

 

FIRST AMERICAN FUNDS TRUST

 

Statement of Additional Information

 

[______]

 

Money Market Funds

 

  Share Classes/Ticker Symbols

Fund

Class A 

Class D 


Class P

Class T 


Class U

Class V

Class X

Class Y 

Class Z

Government Obligations Fund [_] [_] [__] [_] [_] [_] [_] [_] [_]
Institutional Prime Obligations Fund -- -- -- [_] -- {-} -- [_] [_]
Retail Prime Obligations Fund [-] -- -- [_] -- [_] [-] [_] [_]
Retail Tax Free Obligations Fund [-] -- -- [_] -- [_] -- [_] [_]
Treasury Obligations Fund [--] [_] [__] [_] -- [_] [_] [_] [_]
U.S. Treasury Money Market Fund [_] {-} -- [_] -- [_] -- [_] [_]

 

This Statement of Additional Information (“SAI”) relates to Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Retail Tax Free Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund (each a “Fund” and collectively, the “Funds”), each of which is a series of First American Funds Trust (the “Trust” or “FAF”). This SAI is not a prospectus, but should be read in conjunction with the Funds’ current Prospectuses dated [______]. The financial statements of each Fund’s predecessor fund (as described elsewhere herein) included as part of the Annual Report to shareholders for the fiscal year ended August 31, 2020 are incorporated by reference into this SAI. This SAI is incorporated into the Funds’ Prospectuses by reference. To obtain copies of Prospectuses or the Annual Report at no charge, write the Funds’ distributor, Quasar Distributors, LLC (the “Distributor”), 111 E. Kilbourn Ave., Suite 2200, Milwaukee, WI 53202, call Investor Services at 800 677-3863, or visit the Funds’ website at www.firstamericanfunds.com. Please retain this SAI for future reference.

 

 

 

 

Table of Contents

 

  Page
   
General Information 1
   
Investment Restrictions 1
Fundamental Investment Restrictions 2
Non-Fundamental Investment Restrictions 3
Additional Restrictions 4
   
Additional Information Concerning Fund Investments 5
Asset-Backed Securities 5
Commercial Paper and Rule 144A Securities 5
Credit Enhancement Agreements 6
Foreign Securities 6
Funding Agreements 7
Letters of Credit 7
Loan Participations 7
Money Market Funds 7
Municipal Securities 8
Obligations of Banks and Other Financial Services Companies 9
Put Options 9
Repurchase Agreements 9
Tender Option Bonds 10
U.S. Government Securities 10
Variable and Floating Rate Instruments 11
When-Issued and Delayed Delivery Securities 11
Zero-Coupon and Step-Up Coupon Securities 12
Temporary Defensive Positions 12
Money Market Fund Material Events 12
   
Portfolio Turnover 13
   
Disclosure of Portfolio Holdings 13
Public Disclosure 13
Nonpublic Disclosure 14
   
Trustees and Executive Officers 16
Executive Officers 16
Board Leadership Structure 17
Standing Committees of the Board of Trustees 17
Trustee Ownership of Securities of the Funds or Adviser 19
Trustee Qualifications 19
Trustee Compensation 20
   
Code of Ethics 20
   
Investment Advisory and Other Services for the Funds 20
Investment Adviser 20
Additional Payments to Financial Intermediaries 21

 

i 

 

 

Administrator 23
Transfer Agent 24
Distributor 24
Custodian and Independent Registered Public Accounting Firm 25
   
Proxy Voting 25
   
Portfolio Transactions 25
   
Description of the Trust’s Shares 27
   
Net Asset Value and Public Offering Price 29
   
Valuation of Portfolio Securities 29
   
Taxes 30
Special Considerations for Retail Tax Free Obligations Fund 31
   
Additional Information about Purchasing and Redeeming Shares 31
Additional Charges 31
Receipt of Orders by Financial Intermediaries 31
Redeeming Shares by Telephone 32
Redeeming Shares by Mail 32
Redeeming Shares by Checking Account—Class A Shares Only 33
Redemption Before Purchase Instruments Clear 33
Exchanging Shares among Fund Families 33
Research Requests 33
   
Financial Statements 33
   
Appendix A – Proxy Voting Policies and Procedures 34

 

ii 

 

 

General Information

 

The funds are separate series of First American Funds Trust (the “Trust”), which was established as a Massachusetts business trust on October 14, 2021.  Currently, it is anticipated that First American Funds, Inc. (“FAF Inc.”), a Minnesota corporation, will reorganize into the Trust and shareholders of FAF Inc. will be asked to approve a reorganization into corresponding series of the Trust (the “Reorganization”).  As a result of the Reorganization, each Fund will adopt the performance and financial history of its respective predecessor fund. Each Fund has the same investment objective, strategy, risks and investment advisor as its respective predecessor fund.

 

As set forth in the Prospectuses, the Trust is organized as a series fund, and intends to issue its shares in six series. Each series of shares will represent a separate investment portfolio with its own investment objectives and policies (in essence, a separate mutual fund). The series of the Trust to which this SAI relates are named on the cover.

 

Shareholders may purchase shares of each Fund through separate classes. Government Obligations Fund offers its shares in nine classes: Class A, Class D, Class P, Class T, Class U, Class V, Class X, Class Y, and Class Z shares. Institutional Prime Obligations offers its shares in four classes: Class T, Class V, Class Y, and Class Z shares. Retail Prime Obligations Fund offers its shares in six classes: Class A, Class T, Class V, Class X, Class Y, and Class Z shares. Retail Tax Free Obligations Fund offers its shares in five classes: Class A, Class T, Class V, Class Y, and Class Z shares. Treasury Obligations Fund offers its shares in eight classes: Class A, Class D, Class P, Class T, Class V, Class X, Class Y, and Class Z shares. U.S. Treasury Money Market Fund offers its shares in six classes: Class A, Class D, Class T, Class V, Class Y, and Class Z shares. Prior to October 14, 2016, Institutional Prime Obligations Fund’s predecessor fund was named “Prime Obligations Fund”, Retail Tax Free Obligations Fund’s predecessor fund was named “Tax Free Obligations Fund”, the Class T shares were named “Class I” shares, and the Class V shares were named “Institutional Investor” shares. The different classes provide for variations in distribution costs, voting rights and dividends. To the extent permitted under the Investment Company Act of 1940, as amended (the “1940 Act”), the Funds may also provide for variations in other costs among the classes. Except for differences among the classes pertaining to such costs, each share of each Fund represents an equal proportionate interest in that Fund. Each of the Funds is an open-end diversified management investment company.

 

The Trust has prepared and will provide a separate Prospectus relating to the Class A shares, the Class D shares, the Class P shares, the Class T shares, the Class U shares, the Class V shares, the Class X shares, the Class Y shares, and the Class Z shares of the Funds. These Prospectuses can be obtained at no charge by writing Quasar Distributors, LLC at 111 E. Kilbourn Ave., Suite 2200, Milwaukee, WI 53202, by calling First American Funds Investor Services at 800 677-3863, or by visiting the Funds’ website at www.firstamericanfunds.com.

 

Investment Restrictions

 

Each Fund is classified under the 1940 Act as a diversified series of an open-end management investment company. This classification cannot be changed with respect to a Fund without approval by the holders of a majority of the outstanding shares of the Fund as defined in the 1940 Act, i.e., by the lesser of the vote of (a) 67% of the shares of the Fund present at a meeting where more than 50% of the outstanding shares are present in person or by proxy, or (b) more than 50% of the outstanding shares of the Fund.

 

In addition to the investment objective and policies set forth in the Prospectuses and under the caption “Additional Information Concerning Fund Investments” below, the Funds are subject to the investment restrictions set forth below. The investment restrictions set forth in paragraphs 1 through 8 below are fundamental and cannot be changed with respect to a Fund without approval by the holders of a majority of the outstanding shares of the Fund as defined in the 1940 Act.

 

 1

 

 

Fundamental Investment Restrictions

 

  1(a).

None of Government Obligations Fund, Treasury Obligations Fund, U.S. Treasury Money Market Fund, and Retail Tax Free Obligations Fund will concentrate its investments in a particular industry, except that there shall be no limitation on the purchase of obligations of domestic commercial banks, excluding for this purpose, foreign branches of domestic commercial banks. For purposes of this limitation, the U.S. Government and its political subdivisions are not considered members of any industry. Whether a Fund is concentrating in an industry shall be determined in accordance with the 1940 Act, as interpreted or modified from time to time by any regulatory authority having jurisdiction.

 

  1(b). Each of Institutional Prime Obligations Fund and Retail Prime Obligations Fund may concentrate its investments in the banking industry.  For purposes of this limitation, the U.S. Government and its political subdivisions are not considered members of any industry.  Whether a Fund is concentrating in an industry shall be determined in accordance with the 1940 Act, as interpreted or modified from time to time by any regulatory authority having jurisdiction.

 

 Except as otherwise noted below, none of the Funds will:

 

  2. Borrow money or issue senior securities, except as permitted under the 1940 Act, as interpreted or modified from time to time by any regulatory authority having jurisdiction.

 

  3. With respect to 75% of its total assets, purchase securities of an issuer (other than the U.S. Government, its agencies, instrumentalities or authorities or repurchase agreements fully collateralized by U.S. Government securities and other investment companies) if (a) such purchase would, at the time, cause more than 5% of the Fund’s total assets taken at market value to be invested in the securities of such issuer; or (b) such purchase would, at the time, result in more than 10% of the outstanding voting securities of such issuer being held by the Fund.

 

  4. Invest for the primary purpose of control or management.

 

  5. Purchase physical commodities or contracts relating to physical commodities.

 

  6. Purchase or sell real estate unless as a result of ownership of securities or other instruments, but this shall not prevent the Funds from investing in securities or other instruments backed by real estate or interests therein or in securities of companies that deal in real estate or mortgages.

 

  7. Act as an underwriter of securities of other issuers, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed an underwriter under applicable laws.

 

  8. Make loans except as permitted under the 1940 Act, as interpreted or modified from time to time by any regulatory authority having jurisdiction.

 

For purposes of applying the limitation set forth in number 1(b) above, according to the current interpretation by the U.S. Securities and Exchange Commission (“SEC”), a Fund would be concentrated in an industry if 25% or more of its total assets, based on market value at the time of purchase, were invested in that industry. Each of Institutional Prime Obligations Fund and Retail Prime Obligations Fund has a fundamental policy pursuant to which it may concentrate its investments in the banking industry; therefore, under normal market conditions, each such Fund will invest more than 25% of its total assets in securities issued by companies in the banking industry. Each Fund may invest without limit in obligations of domestic commercial banks issued by (i) U.S. banks and (ii) U.S. branches of foreign banks (in circumstances in which the U.S. branches of foreign banks are subject to the same regulation as U.S. banks). Obligations of domestic commercial banks include fixed and variable rate certificates of deposit, time deposits, bankers’ acceptances, and other short-term obligations issued by such domestic commercial banks (not including commercial paper issued by such banks), as described under “Additional Information Concerning Fund Investments – Obligations of Banks and Other Financial Services Companies.” Each Fund may invest 25% or less of its total assets in the banking industry as a temporary defensive measure. With respect to Institutional Prime Obligations Fund and Retail Obligations Fund, the fundamental investment policy to concentrate its investments in the banking industry may not be changed with respect to either Fund without approval of a majority of the outstanding shares of such Fund as defined in the 1940 Act. Because Government Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund invest solely in U.S. government securities, U.S. Treasury obligations, or repurchase agreements secured by such securities, these funds will not invest in any industry. Because Retail Tax Free Obligations Fund invests its assets in municipal securities, such that at least 80% of its distributable income will be exempt from federal regular income tax (including alternative minimum tax), the Fund will not have its investments concentrated in any industry. For purposes of a Fund’s concentration limitation discussed above, as applicable, with respect to any investment in another money market fund, the Fund looks through to the holdings of such underlying money market fund.

 

 2

 

 

For purposes of applying the limitation set forth in number 2 above, under the 1940 Act as currently in effect, the Funds are not permitted to issue senior securities, except that a Fund may borrow from any bank if immediately after such borrowing the value of such Fund’s total assets is at least 300% of the principal amount of all of the Fund’s borrowings (i.e., the principal amount of the borrowings may not exceed 33 1/3% of the Fund’s total assets). In the event that such asset coverage shall at any time fall below 300% the Fund shall, within three days thereafter (not including Sundays and holidays), reduce the amount of its borrowings to an extent that the asset coverage of such borrowings shall be at least 300%. Each Fund is further limited in the amount of its borrowings by the non-fundamental investment restriction set forth in number 2 below under “Non-Fundamental Investment Restrictions.”

 

For purposes of applying the limitation set forth in number 8 above, there are no limitations with respect to unsecured loans made by a Fund to an unaffiliated party. However, when a Fund loans its portfolio securities, the obligation on the part of the Fund to return collateral upon termination of the loan could be deemed to involve the issuance of a senior security within the meaning of Section 18(f) of the 1940 Act. In order to avoid a violation of Section 18(f), a Fund may not make a loan of portfolio securities if, as a result, more than one-third of its total asset value (at market value computed at the time of making a loan) would be on loan. The Funds currently do not intend to make loans, unsecured or otherwise, except to the extent that investments in debt securities in accordance with Rule 2a-7 of the 1940 Act (“Rule 2a-7”) (as discussed below under “Additional Restrictions”) would be deemed to be loans.

 

Retail Tax Free Obligations Fund's policy to invest its assets in municipal securities, such that at least 80% of its distributable income will be exempt from federal regular income tax (including alternative minimum tax), is a fundamental investment policy and may not be changed without approval of a majority of the outstanding shares of the Fund as defined in the 1940 Act.

 

Non-Fundamental Investment Restrictions

 

The following restrictions are non-fundamental and may be changed by the Trust’s Board of Trustees (the “Board”) without a shareholder vote.

 

The Funds will not:

 

1.Sell securities short.

 

2.Borrow money in an amount exceeding 10% of a Fund’s total assets. The Funds will not borrow money for leverage purposes. For the purpose of this investment restriction, the purchase of securities on a when-issued or delayed delivery basis shall not be deemed the borrowing of money. A Fund will not make additional investments while its borrowings exceed 5% of total assets.

 

3.Invest more than 5% of their total assets in illiquid securities.

 

 3

 

 

Additional Restrictions

 

The Funds may not invest in obligations of any affiliate of U.S. Bancorp, including U.S. Bank National Association (“U.S. Bank”).

 

FAF has received an exemptive order (Investment Company Act Release No. 22589 dated March 28, 1997) from the SEC under which short-term investments and repurchase agreements may be entered into on a joint basis by the Funds and other funds advised by U.S. Bancorp Asset Management, Inc. (“USBAM” or the “Adviser”). U.S. Treasury Money Market Fund will not invest in repurchase agreements.

 

FAF has also received an exemptive order (Investment Company Act Release No. 25526 dated April 15, 2002) from the SEC which permits the Funds to participate in an interfund lending program pursuant to which the Funds and other funds advised by the Adviser may lend money directly to each other for emergency or temporary purposes. The program is subject to a number of conditions designed to ensure fair and equitable treatment of all participating funds, including the following: (1) no Fund may borrow money through the program unless it receives a more favorable interest rate than a rate approximating the lowest interest rate at which bank loans would be available to any of the participating funds under a loan agreement; and (2) no Fund may lend money through the program unless it receives a more favorable return than that available from an investment in repurchase agreements and, to the extent applicable, money market cash sweep arrangements. In addition, a Fund may participate in the program only if and to the extent that such participation is consistent with the Fund’s investment objectives and policies (for instance, money market funds would normally participate only as lenders because they rarely need to borrow cash to meet redemptions). The duration of any loans made under the interfund lending program will be limited to the time required to receive payment for the securities sold, but in no event more than 7 days. All loans will be callable by the lending Fund on one business day’s notice. A Fund may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending Fund could result in a lost investment opportunity or additional costs. The program is subject to the oversight and periodic review of the Board of the participating Funds.

 

The Funds are subject to the investment restrictions of Rule 2a-7 in addition to other policies and restrictions discussed herein. Pursuant to Rule 2a-7, each Fund is required to invest exclusively in securities that mature within 397 calendar days from the date of purchase and to maintain a weighted average maturity of not more than 60 calendar days and a weighted average life of not more than 120 calendar days. Under Rule 2a-7, securities that are subject to specified types of demand or put features may be deemed to mature at the next demand or put date although they have a longer stated maturity. Rule 2a-7 also requires that all investments by each Fund be limited to U.S. dollar-denominated investments that (a) present “minimal credit risk” and (b) are at the time of acquisition “Eligible Securities.” Eligible Securities are securities (i) with remaining maturities of 397 calendar days or less that the Board or its delegee determines presents minimal credit risks to the Fund, which determination must include an analysis of the capacity of a security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. Such analysis must include, to the extent appropriate, consideration of the following factors with respect to the security’s issuer or guarantor: (a) financial condition, (b) sources of liquidity, (c) ability to react to future market-wide and issuer- or guarantor- specific events, including the ability to repay debt in highly adverse situations; and (d) strength of the issuer or guarantor’s industry within the economy and relative to economic trends, and the issuer or guarantor’s competitive position within its industry; (ii) that are issued by a registered investment company that is a money market fund; or (iii) that is a government security. The Adviser, pursuant to delegation by the Board, is responsible for determining that the Funds’ investments present only “minimal credit risk” and are Eligible Securities. Such determinations are subject to the oversight of, and are made pursuant to written guidelines and procedures established by, the Board.

 

Rule 2a-7 requires, among other things, that each Fund may not invest, other than in U.S. “Government Securities” (as defined in the 1940 Act), more than 5% of its total assets in securities issued by the issuer of the security. Each Fund must comply with weekly liquidity standards that require a Fund to hold at least 30% of its total assets in cash, direct obligations of the U.S. Government, agency discount notes with remaining maturities of 60 days or less, or securities convertible into cash within five business days. Each Fund, other than Retail Tax Free Obligations Fund, must also comply with daily liquidity standards that require a Fund to hold at least 10% of its total assets in cash,

 

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direct obligations of the U.S. Government, or securities convertible into cash within one business day. Each Fund is limited to investing no more than 5% of its total assets in illiquid securities.

 

As required by current SEC regulations, under normal market conditions, Government Obligations Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in U.S. government securities, including repurchase agreements secured by U.S. government securities; Treasury Obligations Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in U.S. Treasury obligations, including repurchase agreements secured by U.S. Treasury obligations; and U.S. Treasury Money Market Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in U.S. Treasury obligations. Government Obligations Fund, Treasury Obligations Fund and U.S. Treasury Money Market Fund will each provide shareholders with at least 60 days advance notice before changing these policies. Retail Tax Free Obligations Fund also has a fundamental investment policy to invest its assets in municipal securities, such that at least 80% of distributable income will be exempt from federal regular income tax (including alternative minimum tax), which may not be changed without approval of a majority of the outstanding shares of the Fund as defined in the 1940 Act. For purposes of each Fund’s policy, with respect to any investment in another money market fund, the Fund looks through to the holdings of such underlying money market fund.

 

Additional Information Concerning Fund Investments

 

The principal investment strategies of the Funds are set forth in the Funds’ current Prospectuses under “Fund Summaries.” This section describes in additional detail certain of the Funds’ principal investment strategies and other non-principal investment strategies. The Funds have attempted to identify investment strategies that will be employed in pursuing their investment objectives. Additional information concerning the Funds’ investment restrictions is set forth above under “Investment Restrictions.”

 

If a percentage limitation referred to in this SAI or in the Prospectuses is adhered to at the time of an investment, a later increase or decrease in percentage resulting from changes in values of assets will not constitute a violation of such limitation except in the case of the limitations on illiquid investments and borrowing from banks.

 

The securities in which the Funds invest may not yield as high a level of current income as longer term or lower grade securities. These other securities may have less stability of principal, be less liquid, and fluctuate more in value than the securities in which the Funds invest. All securities in each Fund’s portfolio are purchased with and payable in U.S. dollars.

 

Asset-Backed Securities

 

Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest in asset-backed securities, including asset-backed commercial paper, as a non-principal investment strategy. Asset-backed securities generally constitute interests in, or obligations secured by, a pool of receivables other than mortgage loans, such as automobile loans and leases, credit card receivables, home equity loans and trade receivables. Asset-backed securities generally are issued by a private special-purpose entity. Their ratings and creditworthiness typically depend on the legal insulation of the issuer and transaction from the consequences of a sponsoring entity’s bankruptcy, as well as on the credit quality of the underlying receivables and the amount and credit quality of any third-party credit enhancement supporting the underlying receivables or the asset-backed securities. Asset-backed securities and their underlying receivables generally are not issued or guaranteed by any governmental entity.

 

Commercial Paper and Rule 144A Securities

 

Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may invest in commercial paper as a principal investment strategy. Commercial paper refers to short-term, unsecured promissory notes issued by corporations or other entities to finance short-term credit needs. Institutional Prime Obligations Fund and Retail Prime Obligations Fund may also purchase asset-backed commercial paper (“ABCP”),

 

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which is a form of commercial paper that is backed by assets such as real estate, trade receivables, credit card loans, auto loans and other commercial assets. ABCP is typically sponsored by a commercial bank or other financial institution. Commercial paper is usually sold on a discount basis and typically has a maturity at the time of issuance not exceeding nine months. Such securities, if they meet the criteria for liquidity established by the Board, will be considered liquid. Consequently, Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund do not intend to subject such securities to the 5% limitation applicable to investments in illiquid securities.

 

The commercial paper in which Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest includes commercial paper issued in reliance on the exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933 and corporate obligations qualifying for resale to certain “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933. Because the secondary market for Rule 144A securities is generally limited to qualified institutional buyers, there may be times when the trading market for a particular Rule 144A security held by a Fund may be limited and will be considered illiquid. In such event, the Adviser will consider appropriate remedies to minimize the effect on the Fund’s liquidity.

 

Credit Enhancement Agreements

 

Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, and Retail Tax Free Obligations Fund, as a non-principal investment strategy, may separately arrange for guarantees, letters of credit, or other forms of credit enhancement agreements (collectively, “Guarantees”) for the purpose of further securing the payment of principal and/or interest on such Funds’ investment securities. Although each investment security, at the time it is purchased, must meet such Funds’ creditworthiness criteria, Guarantees sometimes are purchased from banks and other institutions (collectively, “Guarantors”) when the Adviser, through yield and credit analysis, deems that credit enhancement of certain securities is advisable. As a non-fundamental policy, under normal market conditions, Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund will limit the value of all investment securities issued or guaranteed by each Guarantor to not more than 10% of the value of such Fund’s total assets.

 

Foreign Securities

 

Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest as a principal investment strategy in dollar-denominated obligations of U.S. branches of foreign banks, foreign branches of domestic banks, foreign banks, and foreign corporations. In addition, the obligations in which Retail Tax Free Obligations Fund invests may be guaranteed by, or backed by letters of credit issued by, foreign banks or corporations.

 

Investment in foreign securities is subject to special investment risks that differ in some respects from those related to investments in securities of U.S. domestic issuers. These risks include political, social or economic instability in the country of the issuer, the difficulty of predicting international trade patterns, the possibility of the imposition of exchange controls, expropriation, limits on removal of currency or other assets, nationalization of assets, foreign withholding and income taxation, and foreign trading practices (including higher trading commissions, custodial charges and delayed settlements). Foreign securities also may be subject to greater fluctuations in price than securities issued by U.S. corporations. The principal markets on which these securities trade may have less volume and liquidity, and may be more volatile, than securities markets in the United States.

 

In addition, there may be less publicly available information about a foreign bank or company than about a U.S. domiciled bank or company. Foreign banks and companies generally are not subject to uniform accounting, auditing and financial reporting standards comparable to those applicable to U.S. domestic banks and companies. There is also generally less government regulation of securities exchanges, brokers and listed companies abroad than in the United States. Confiscatory taxation or diplomatic developments could also affect investment in those countries. Various provisions of federal law governing the establishment and operation of domestic branches of foreign banks do not apply to foreign branches of domestic banks. Obligations of U.S. branches of foreign banks may be general obligations of the parent bank in addition to the issuing branch, or may be limited by the terms of a specific

 

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obligation and by federal and state regulation as well as by governmental action in the country in which the foreign bank has its head office.

 

Funding Agreements

 

Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest in funding agreements as a non-principal investment strategy. Funding agreements are contracts issued by insurance companies that guarantee a return of principal plus some amount of interest. Funding agreements purchased by Institutional Prime Obligations Fund and Retail Prime Obligations Fund will typically be short-term and provide an adjustable rate of interest. Funding agreements may or may not allow the Fund to demand repayment of principal after an agreed upon waiting period or upon certain other conditions. The insurance company may also have a corresponding right to prepay the principal with accrued interest upon a specified number of days’ notice to the Fund. The maturity date of some funding agreements may be extended upon the mutual agreement and consent of the insurance company and the Fund. Generally, there is no active secondary market in short-term funding agreements. Consequently, short-term funding agreements may be considered by the Fund to be illiquid investments and therefore subject to the Fund’s non-fundamental policy limiting investments in illiquid securities to not more than 5% of total assets.

 

Letters of Credit

 

Certain of the debt obligations (including certificates of participation, variable rate demand notes, commercial paper and other short-term obligations) which the Funds may purchase may be backed by an unconditional and irrevocable letter of credit, or other form of credit or liquidity support, of a bank, savings and loan association or insurance company which assumes the obligation for payment and interest in the event of default by the issuer. Only banks, savings and loan associations, and insurance companies which, in the opinion of the Adviser, are of comparable quality to issuers of other permitted investments of the Funds, may be used for letter of credit-backed investments.

 

Loan Participations

 

Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest in loan participation interests as a principal investment strategy. A loan participation interest represents a pro rata undivided interest in an underlying bank loan. Participation interests, like the underlying loans, may have fixed, floating, or variable rates of interest. The bank selling a participation interest generally acts as a mere conduit between its borrower and the purchasers of interests in the loan. The purchaser of an interest (for example, the Fund) generally does not have recourse against the bank in the event of a default on the underlying loan. Therefore, the credit risk associated with such instruments is governed by the creditworthiness of the underlying borrowers and not by the banks selling the interests. If Institutional Prime Obligations Fund or Retail Prime Obligations Fund invests in loan participation interests that can be sold within a seven-day period, the interests are deemed by the Adviser to be liquid investments. If Institutional Prime Obligations Fund or Retail Prime Obligations Fund invests in loan participation interests that are restricted from being sold within a seven-day period, the interests are deemed by the Adviser to be illiquid investments and therefore subject to the Fund’s 5% limitation on investments in illiquid securities.

 

Money Market Funds

 

Each of the Funds may invest, to the extent permitted by the 1940 Act, in securities issued by other money market funds, provided that the permitted investments of such other money market funds constitute permitted investments of the investing Fund. Each Fund may do so as a non-principal investment strategy. As a shareholder of another investment company, a Fund would bear, along with other shareholders, its pro rata portion of that company’s expenses, including advisory fees. These expenses would be in addition to the expenses that the Fund bears directly in connection with its own operations. Investment companies in which the Funds may invest may also impose a sales or distribution charge in connection with the purchase or redemption of their shares and other types of commissions or charges. Such charges will be payable by the Funds and, therefore, will be borne indirectly by their

 

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shareholders. The money market funds in which the Funds may invest include other money market funds advised by the Adviser.

 

Municipal Securities

 

Retail Tax Free Obligations Fund invests primarily in municipal securities. Institutional Prime Obligations Fund and Retail Prime Obligations Fund may also invest in municipal securities as a principal investment strategy. Municipal securities include municipal bonds and other debt securities issued by the states and by their local and special-purpose political subdivisions. The term “municipal bond” as used in this Section includes short-term municipal notes and other commercial paper issued by the states and their political subdivisions.

 

Two general classifications of municipal bonds are “general obligation” bonds and “revenue” bonds. General obligation bonds are secured by the governmental issuer’s pledge of its faith, credit and taxing power for the payment of principal and interest upon a default by the issuer of its principal and interest payment obligation. They are usually paid from general revenues of the issuing governmental entity. Revenue bonds, on the other hand, are usually payable only out of a specific revenue source rather than from general revenues. Revenue bonds ordinarily are not backed by the faith, credit or general taxing power of the issuing governmental entity. The principal and interest on revenue bonds for private facilities are typically paid solely out of rents or other specified payments made to the issuing governmental entity by a private company which uses or operates the facilities. Examples of these types of obligations are industrial revenue bonds and pollution control revenue bonds. Industrial revenue bonds are issued by governmental entities to provide financing aid to community facilities such as hospitals, hotels, business or residential complexes, convention halls and sport complexes. Pollution control revenue bonds are issued to finance air, water and solids pollution control systems for privately operated industrial or commercial facilities. Revenue bonds which are not backed by the credit of the issuing governmental entity frequently provide a higher rate of return than other municipal obligations, but they entail greater risk than obligations which are guaranteed by a governmental unit with taxing power. Federal income tax laws place substantial limitations on industrial revenue bonds, and particularly certain specified private activity bonds issued after August 7, 1986. In the future, legislation could be introduced in Congress which could further restrict or eliminate the income tax exemption for interest on debt obligations in which the Funds may invest.

 

The Funds’ investments in municipal bonds and other debt obligations that are purchased from financial institutions such as commercial and investment banks, savings associations and insurance companies may take the form of participations, beneficial interests in a trust, partnership interests or any other form of indirect ownership that allows the Funds to treat the income from the investment as exempt from federal income tax.

 

In addition, the Funds may invest in other federal income tax-free securities such as (i) tax anticipation notes (“TANs”) and revenue anticipation notes (“RANs”) issued to finance working capital needs in anticipation of receiving taxes or other revenues, (ii) bond anticipation notes (“BANs”) that are intended to be refinanced through a later issuance of longer-term bonds, (iii) variable and floating rate obligations including variable rate demand notes, described below under “—Variable and Floating Rate Instruments,” (iv) tender option bonds, described below under “—Tender Option Bonds,” and (v) participation, trust and partnership interests in any of the foregoing obligations. The obligations of TANs, RANs, and BANs are generally secured by the anticipated revenues from taxes, grants or bond financing. An investment in such instruments, however, presents a risk that the anticipated revenues will not be received or that such revenues will be insufficient to satisfy the issuer’s payment obligations under the notes or that refinancing will be otherwise unavailable.

 

Retail Tax Free Obligations Fund may also invest up to 20% of its total assets in municipal securities, the interest on which is treated as an item of tax preference that is included in alternative minimum taxable income for purposes of calculating the alternative minimum tax.

 

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Obligations of Banks and Other Financial Services Companies

 

As noted in the Prospectuses, Institutional Prime Obligations Fund and Retail Prime Obligations Fund invest as a principal investment strategy in U.S. dollar-denominated obligations of domestic and foreign banks with total assets of at least $500 million, including fixed and variable rate certificates of deposit, time deposits, bankers’ acceptances, and other short-term obligations. Certificates of deposit are negotiable certificates evidencing the obligation of a bank to repay funds deposited with it for a specified period of time. Time deposits are non-negotiable deposits maintained in a banking institution for a specified period of time at a stated interest rate. Time deposits that may be held by a Fund will not benefit from insurance from the Deposit Insurance Fund administered by the Federal Deposit Insurance Corporation (“FDIC”). Bankers’ acceptances are credit instruments evidencing the obligation of a bank to pay a draft drawn on it by a customer. These instruments reflect the obligation both of the bank and of the drawer to pay the face amount of the instrument upon maturity. Bank obligations in which each Fund invests may include uninsured, direct obligations, bearing fixed, floating or variable interest rates. Each Fund may also invest in securities issued by other financial services companies in various industries as a principal investment strategy. To the extent each Fund invests in securities issued by domestic and foreign banks and other financial services companies, the Fund’s performance will be susceptible to the risks associated with the banking and financial services sectors. These sectors are highly dependent on the supply of short-term financing. The value of securities of issuers in the banking and financial services sectors can be sensitive to changes in government regulation and interest rates and to economic downturns in the United States and abroad.

 

Put Options

 

Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund, as a non-principal investment strategy, may purchase securities that provide for the right to resell them to the issuer, a bank or a broker-dealer at a specified price within a specified period of time prior to the maturity date of such obligations. Such a right to resell, which is commonly known as a “put,” may be sold, transferred or assigned only with the underlying security or securities. A Fund may pay a higher price for a security with a put than would be paid for the same security without a put. The primary purpose of purchasing such securities with puts is to permit the Funds to be as fully invested as practicable in securities while at the same time providing the Funds with appropriate liquidity.

 

Repurchase Agreements

 

Each Fund other than U.S. Treasury Money Market Fund may engage in repurchase agreement transactions as a principal investment strategy. A repurchase agreement transaction involves the purchase by a Fund of securities with the agreement that, after a stated period of time, the original seller (the “counterparty”) will buy back the same securities (“collateral”) at a predetermined price or yield. Under normal market conditions, repurchase agreements permit the Funds to maintain liquidity and earn income over periods of time as short as overnight. Each Fund may enter into repurchase agreement transactions that are collateralized by U.S. government securities, which are deemed to be “collateralized fully,” as defined in Rule 5b-3(c)(1) of the 1940 Act. Transactions that are collateralized fully enable a Fund to look to the collateral, rather than the counterparty, for determining whether its assets are “diversified” for 1940 Act purposes. In addition, for Institutional Prime Obligations Fund and Retail Prime Obligations Fund, collateral may include securities that the Funds are not otherwise permitted to purchase directly, such as investment and non-investment grade corporate bonds, asset- and mortgage-backed securities, collateralized mortgage obligations, agency real estate mortgage investment conduits, and equity securities. Irrespective of the type of collateral underlying a repurchase agreement, a Fund must determine that a repurchase obligation with a particular counterparty involves minimal credit risk to the Fund and otherwise satisfies the credit quality standards applicable to the acquisition of an instrument issued by such counterparty in compliance with Rule 2a-7.

 

Securities purchased in direct repurchase agreement transactions are held by the custodian bank until the respective agreements mature. The Funds may also invest in tri-party repurchase agreements. Securities purchased in tri-party repurchase agreement transactions are maintained in a segregated account by an unaffiliated third-party custodian bank until the maturity of the repurchase agreement transaction. The market value of the collateral underlying the repurchase agreement transaction will be determined on each business day. If at any time the market

 

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value of the collateral falls below the repurchase price under the repurchase agreement transaction (including any accrued interest), the appropriate Fund will promptly receive additional collateral (so the total collateral is an amount at least equal to the repurchase price plus accrued interest).

 

Repurchase agreements involve certain risks not associated with direct investments in securities. If the counterparty defaults on its obligation to repurchase as a result of its bankruptcy or otherwise, the purchasing Fund will seek to sell the collateral, which could involve costs or delays. Although collateral will at all times be maintained in an amount at least equal to the repurchase price under the agreement (including accrued interest), a Fund would suffer a loss if the proceeds from the sale of the collateral were less than the agreed-upon repurchase price. As noted above, Institutional Prime Obligations Fund and Retail Prime Obligations Fund may engage in repurchase agreement transactions that are collateralized by securities that the Fund is not otherwise directly permitted to purchase, such as investment grade corporate bonds and equity securities. These collateral securities may be less liquid or more volatile than others or less liquid and more volatile than the securities that the Fund is permitted to purchase directly, thereby increasing the risk that the Fund will be unable to recover fully in the event of a counterparty’s default and potentially resulting in the Fund owning securities that it is not otherwise permitted to purchase. The Adviser will monitor the creditworthiness of the firms with which the Funds enter into repurchase agreement transactions.

 

Tender Option Bonds

 

Retail Tax Free Obligations Fund may invest in trust certificates issued in tender option bond (TOB) programs as a principal investment strategy. Institutional Prime Obligations Fund and Retail Prime Obligations Fund may invest in TOBs as a non-principal investment strategy. In a TOB transaction, a trust issues short-term floating rate certificates (“Short-Term Floaters”) and residual interest certificates (“Residual Interests”) and utilizes the proceeds of such issuance to purchase fixed-rate municipal bonds or instruments such as depository receipts representing such bonds (“Fixed Rate Bonds”). Short-Term Floaters are generally issued to money market funds such as the Funds, and Residual Interests are generally issued to other third-party investors. The interest rates payable on the Residual Interests typically bear an inverse relationship to the interest rates on the Short-Term Floaters. The interest rates on the Short-Term Floaters are reset by a remarketing process typically every 7 to 35 days. After income is applied to scheduled payments on the Short-Term Floaters at prevailing short-term, tax-exempt rates, the residual income from the Fixed Rate Bonds are generally applied to the Residual Interests. Typically, a third party, such as a bank, broker-dealer or other financial institution, grants the holders of the Short-Term Floaters the option, at periodic intervals, to tender their securities to the institution and receive the face value thereof. As consideration for providing the option, the financial institution receives periodic fees. The holders of Short-Term Floaters effectively hold demand obligations that bear interest at prevailing short-term, tax-exempt rates. However, the institution granting the tender option will not be obligated to accept tendered Short-Term Floaters in the event of certain defaults or a significant downgrade in the credit rating assigned to an issuer of Fixed Rate Bonds. In selecting TOB programs, the Adviser may consider the creditworthiness of the issuer of the Fixed Rate Bond deposited in the TOB trust, the experience of the custodian, and the quality of the sponsor providing the tender option, among other factors.

 

U.S. Government Securities

 

Each Fund may invest in securities issued or guaranteed as to principal or interest by the U.S. Government, or agencies or instrumentalities of the U.S. Government. Making such investments is a principal investment strategy for each Fund other than Retail Tax Free Obligations Fund. These investments include direct obligations of the U.S. Treasury, such as U.S. Treasury bonds, notes, and bills. These Treasury securities are essentially the same except for differences in interest rates, maturities, and dates of issuance. In addition to Treasury securities, Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund and Retail Tax Free Obligations Fund may invest in securities, such as notes, bonds, and discount notes, which are issued or guaranteed by agencies of the U.S. Government and various instrumentalities which have been established or sponsored by the U.S. Government. Except for U.S. Treasury securities, these U.S. Government obligations, even those which are guaranteed by federal agencies or instrumentalities, may or may not be backed by the “full faith and credit” of the United States. In the case of securities not backed by the full faith and credit of the United States, the investor must look principally to the agency issuing or guaranteeing the obligation for ultimate repayment and may not be able to assert a claim

 

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against the United States itself in the event the agency or instrumentality does not meet its commitment. The Adviser considers securities guaranteed by an irrevocable letter of credit issued by a government agency to be guaranteed by that agency.

 

U.S. Treasury obligations include bills, notes and bonds issued by the U.S. Treasury and separately traded interest and principal component parts of such obligations that are transferable through the Federal book-entry system, which are known as Separately Traded Registered Interest and Principal Securities (“STRIPS”). STRIPS are sold as zero coupon securities, which means that they are sold at a substantial discount and redeemed at face value at their maturity date without interim cash payments of interest or principal. This discount is accreted over the life of the security, and such accretion will constitute the income earned on the security for both accounting and tax purposes. Because of these features, such securities may be subject to greater interest rate volatility than interest paying U.S. Treasury obligations. A Fund’s investments in STRIPS will be limited to components with maturities less than or equal to 397 days and the Funds will not actively trade such components.

 

Variable and Floating Rate Instruments

 

Certain of the obligations in which the Funds may invest may be variable or floating rate obligations in which the interest rate is adjusted either at predesignated periodic intervals (variable rate) or when there is a change in the index rate of interest on which the interest rate payable on the obligation is based (floating rate). Interest rates on these securities are ordinarily tied to, and represent a percentage of, a widely recognized interest rate, such as the yield on 90-day U.S. Treasury bills or the prime rate of a specified bank. These rates may change as often as twice daily. Generally, changes in interest rates will have a smaller effect on the market value of variable and floating rate securities than on the market value of comparable fixed-income obligations. Thus, investing in variable and floating rate securities generally affords less opportunity for capital appreciation and depreciation than investing in comparable fixed-income securities. Variable or floating rate obligations may be combined with a put or demand feature (e.g., variable rate demand obligations or notes) that entitles the holder to the right to demand repayment in full or to resell at a specific price and/or time. Variable or floating rate obligations with a demand feature enable the Funds to purchase instruments with a stated maturity in excess of 397 calendar days in accordance with Rule 2a-7, which allows the Funds to consider certain of such instruments as having maturities that are less than the maturity date on the face of the instrument.

 

Variable and floating rate instruments may include variable amount master demand notes that permit the indebtedness thereunder to vary in addition to providing for periodic adjustments in the interest rate. There may be no active secondary market with respect to a particular variable or floating rate instrument. Nevertheless, the periodic readjustments of their interest rates tend to assure that their value to a Fund will approximate their par value. Illiquid variable and floating rate instruments (instruments that are not payable upon seven days’ notice and do not have an active trading market) that are acquired by a Fund are subject to the Fund’s percentage limitations regarding securities that are illiquid or not readily marketable. USBAM will continuously monitor the creditworthiness of issuers of variable and floating rate instruments in which the Funds invest and the ability of issuers to repay principal and interest.

 

When-Issued and Delayed Delivery Securities

 

Each Fund may purchase securities on a when-issued or delayed delivery basis, although none of the Funds do so as a principal investment strategy. The settlement dates for these types of transactions are determined by mutual agreement of the parties and may occur a month or more after the parties have agreed to the transaction. Securities purchased on a when-issued or delayed delivery basis are subject to market fluctuation and no interest accrues to the Fund during the period prior to settlement. At the time a Fund commits to purchase securities on a when-issued or delayed delivery basis, it will record the transaction and thereafter reflect the value, each day, of such security in determining its net asset value. At the time of delivery of the securities, the value may be more or less than the purchase price. The Funds do not receive income from these securities until such securities are delivered. Each Fund will maintain cash or cash equivalents or other portfolio securities equal in value to commitments for such when-issued or delayed delivery securities. A Fund will not purchase securities on a when issued or delayed delivery basis if, as a result thereof, more than 15% of that Fund’s net assets would be so invested.

 

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Zero-Coupon and Step-Up Coupon Securities

 

Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, and Retail Tax Free Obligations Fund may invest in zero-coupon securities and step-up coupon securities as a non-principal investment strategy. These securities are debt securities that do not make regular cash interest payments. Zero-coupon securities are securities that make no periodic interest payments, but are instead sold at discounts from face value. Step-up coupon bonds are debt securities that may not pay interest for a specified period of time and then, after the initial period, may pay interest at a series of different rates. If these securities do not pay current cash income, the market prices of these securities would generally be more volatile and likely to respond to a greater degree to changes in interest rates than the market prices of securities having similar maturities and credit qualities that pay cash interest periodically.

 

Temporary Defensive Positions

 

For liquidity and to respond to unusual market conditions, each Fund may hold all or a significant portion of their total assets in cash for temporary defensive purposes. This may result in a lower yield and prevent the Funds from meeting their investment objectives.

 

Money Market Fund Material Events

 

On October 14, 2016, USBAM made a capital contribution to Institutional Prime Obligations Fund’s predecessor fund in the amount of $17,408.52. The contribution was made by USBAM in order to offset the predecessor fund’s historical capital losses. The predecessor fund was required to disclose additional information about this event on Form N-CR and to file this form with the U.S. Securities and Exchange Commission (the “Commission”). Any Form N-CR filing submitted by FAF Inc. is available on the EDGAR Database on the Commission’s Internet site at http://www.sec.gov.

 

Recent Market Events. In the past decade, financial markets throughout the world have experienced increased volatility, depressed valuations, decreased liquidity and heightened uncertainty and turmoil. This turmoil resulted in unusual and extreme volatility in the equity and debt markets, in the prices of individual securities and in the world economy. Events that have contributed to these market conditions include, but are not limited to, major cybersecurity events, geopolitical events (including wars, terror attacks and public health emergencies), measures to address budget deficits, downgrading of sovereign debt, declines in oil and commodity prices, dramatic changes in currency exchange rates, and public sentiment. In addition, many governments and quasi-governmental entities throughout the world have responded to the turmoil with a variety of significant fiscal and monetary policy changes, including, but not limited to, direct capital infusions into companies, new monetary programs and dramatically lower interest rates.

 

A novel coronavirus (COVID-19) was first detected in China in December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. COVID-19, despite recent vaccination efforts, has disrupted global economies and financial markets, including in connection with the closure of borders, enhanced health screenings, healthcare service preparation and delivery, quarantines, cancellations, disruptions to supply chains and customer activity, as well as general concern and uncertainty. The impact of this coronavirus, and other epidemics and pandemics that may arise in the future, could affect the economies of many nations, individual companies and the market in general in ways that cannot necessarily be foreseen at the present time. In addition, the impact of infectious diseases in developing or emerging market countries may be greater due to less established health care systems. Health crises caused by the recent coronavirus outbreak may exacerbate other pre-existing political, social and economic risks in certain countries. The impact of the outbreak may be short term or may last for an extended period of time.

 

While the extreme volatility and disruption that U.S. and global markets experienced for an extended period of time beginning in 2007 and 2008 had, until the recent coronavirus outbreak, generally subsided, uncertainty and periods of volatility still remained, and risks to a robust resumption of growth persisted. Federal Reserve policy, including with respect to certain interest rates, may adversely affect the value, volatility and liquidity of dividend and interest paying

 

 12

 

 

securities. Market volatility, dramatic changes to interest rates and/or a return to unfavorable economic conditions may lower a Fund’s performance or impair a Fund’s ability to achieve its investment objective.

 

In June 2016, the United Kingdom approved a referendum to leave the European Union (“EU”) (“Brexit”). On March 29, 2017, the United Kingdom formally notified the European Council of its intention to leave the EU. The withdrawal agreement entered into between the United Kingdom and the EU entered into force on January 31, 2020, at which time the United Kingdom ceased to be a member of the EU. Brexit has resulted in volatility in European and global markets and could have negative long-term impacts on financial markets in the United Kingdom and throughout Europe. There is considerable uncertainty about the potential consequences for Brexit, how it will be conducted, how negotiations of trade agreements will proceed, and how the financial markets will react, and as this process unfolds, markets may be further disrupted. Given the size and importance of the United Kingdom’s economy, uncertainty about its legal, political, and economic relationship with the remaining member states of the EU may continue to be a source of instability. Moreover, other countries may seek to withdraw from the European Union and/or abandon the euro, the common currency of the EU.

 

In addition, policy and legislative changes in the United States and in other countries are changing many aspects of financial regulation. The impact of these changes on the markets, and the practical implications for market participants, may not be fully known for some time. Widespread disease and virus epidemics, such as the recent coronavirus outbreak, could likewise be highly disruptive, adversely affecting industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of a Fund’s investments.

 

Portfolio Turnover

 

The Funds generally intend to hold their portfolio securities to maturity. In certain instances, however, a Fund may dispose of its portfolio securities prior to maturity when it appears such action will be in the best interest of the Fund because of changing money market conditions, redemption requests, or otherwise. A Fund may attempt to maximize the total return on its portfolio by trading to take advantage of changing money market conditions and trends or to take advantage of what are believed to be disparities in yield relationships between different money market instruments. Because each Fund invests in short-term securities and manages its portfolio as described above in “Investment Restrictions” and “Additional Information Concerning Fund Investments” and, as set forth in the “Fund Summaries” sections of the Funds’ Prospectuses, each Fund’s portfolio will turn over several times a year. Because brokerage commissions as such are not usually paid in connection with the purchase or sale of the securities in which the Funds invest and because the transactional costs are small, the high turnover is not expected to materially affect net asset values or yields. Securities with maturities of less than one year are excluded from required portfolio turnover rate calculations.

 

Disclosure of Portfolio Holdings

 

Public Disclosure

 

Information concerning the Funds’ portfolio holdings as of the last business day of each month, as well as their weighted average maturity and weighted average life, is available on the Funds’ website (www.firstamericanfunds.com). This information is typically available five business days after the end of each month and remains posted on the website for at least six months thereafter. In addition, each Fund files more detailed portfolio information with the SEC on Form N-MFP no later than five business days after the end of each month, which becomes publicly available on the SEC’s website (www.sec.gov) 60 days after the end of the month to which the information pertains. Each Fund is also required to file its portfolio holdings schedule with the SEC on a quarterly basis. This schedule is filed with each Fund’s annual and semi-annual reports on Form N-CSR for the second and fourth fiscal quarters. These filings are generally available within 60 days of the end of the relevant Fund’s fiscal quarter. A Fund may publish complete portfolio holdings information more frequently if it has a legitimate business purpose for doing so.

 

 13

 

 

Each Fund’s portfolio holdings are also posted on the Funds’ website on a weekly basis, typically on the first business day of the week. This weekly information generally reflects holdings as of the previous Thursday and remains posted on the website until the next publication date. Until such time as it is posted, it will be Undisclosed Holdings Information, as defined below, and subject to the Funds’ procedures regarding the disclosure of Undisclosed Holdings Information.

 

Nonpublic Disclosure

 

The Board has adopted policies and procedures (the “Disclosure Policies”), which generally prohibit the release of information concerning portfolio holdings, or information derived therefrom (“Undisclosed Holdings Information”), that has not been made public through SEC filings or the Funds’ website. Different exceptions to this prohibition may apply depending on the type of third party that receives the Undisclosed Holdings Information. The Disclosure Policies are designed to prevent the use of portfolio holdings information to trade against the Funds, or otherwise use the information in a way that would harm the Funds, and to prevent selected investors from having nonpublic information that will allow them to make advantageous decisions with respect to purchasing and selling Fund shares.

 

Disclosure within the Adviser and Its Affiliates and to Fund Trustees

 

Undisclosed Holdings Information is provided, or otherwise made available, on a daily basis (a) without prior approval, to individuals who are employed by the Adviser and who have a need to know the information, such as investment, compliance and treasury personnel, and (b) to individuals employed by affiliates of the Adviser who are not otherwise entitled to receive such information under “Disclosure to Fund Service Providers and Prospective Service Providers,” below, if (1) such individuals are subject to the Adviser’s Code of Ethics, or that of an affiliate, which imposes a duty not to trade on such information; and (2) the Funds’ Chief Compliance Officer (“CCO”) has determined that improper use of such information by such individuals is not likely to affect the Funds in any material respect.

 

Undisclosed Holdings Information also may be provided without prior approval to the Board and its service providers, such as counsel, as part of the materials for regular or special Board meetings.

 

Disclosure to Fund Service Providers and Prospective Service Providers

 

The Funds’ officers may authorize disclosure of Undisclosed Holdings Information to eligible service providers and prospective service providers where such service providers require the information in the normal course of business in order to provide services to the Funds, or in anticipation of providing such services in the future. Undisclosed Holdings Information may be provided, or otherwise made available, to the Adviser (as described above), custodians, auditors, accounting service providers, administrators, transfer agents, securities lending agents, outside accountants, outside counsel, financial printers, pricing services, companies that provide analytical or statistical information, ratings and ranking agencies, entities that provide trading, research and other investment-related services, information aggregators, and financial intermediaries that include the Funds in their investment programs. The Undisclosed Holdings Information may be provided to eligible service providers as it is required, with any frequency and without any delay, provided that such organization has entered into a written agreement with the Funds, or the Funds’ authorized service providers, to maintain the information in confidence and to not use the information for any purpose other than the performance of its contractual responsibilities and duties.

 

Disclosure to Investors, Prospective Investors, and Investor Consultants

 

The Disclosure Policies provide that Undisclosed Holdings Information may be provided to individual and institutional investors, prospective investors, or investor consultants with the prior approval of the CCO in the specific instance. The CCO will only approve such disclosure after concluding that it is in the best interests of the Fund in question and its shareholders and if the recipient has agreed in writing to maintain the information in confidence and not to trade on the basis of any such information that is material nonpublic information. In considering a request for

 

 14

 

 

such approval, the CCO also shall identify and consider any conflict of interest between the Fund and its shareholders, on the one hand, and the Adviser and its affiliates, on the other, which is presented by the request. If the CCO determines that there is a conflict of interest, he or she will approve such disclosure only if he or she determines that such conflict is materially mitigated by the execution of a confidentiality agreement and that, despite such conflict of interest, disclosure is in the best interests of the relevant Fund and its shareholders. The CCO is responsible for the creation of a written record that states the basis for the conclusion that the disclosure is in the best interests of the relevant Fund and its shareholders.

 

Disclosure as Required by Applicable Law

 

Undisclosed Holdings Information may be disclosed to any person as required by applicable laws, rules and regulations. For example, such information may be disclosed in response to regulatory requests for information or in response to legal process in litigation matters.

 

Disclosure of Limited Holdings

 

Designated spokespersons of the Funds may discuss portfolio information in interviews with members of the media, or in due diligence or similar meetings with clients or prospective purchasers of Fund shares or their representatives. In no case will a material number of portfolio holdings be provided that have not yet been posted on the Funds’ website or filed with the SEC unless the recipient has entered into a written agreement with the Funds to maintain the confidentiality of such information and not to trade on the basis of any such information that is material nonpublic information. In addition, brokers and dealers may be provided with individual portfolio holdings in order to obtain bids or bid and asked prices (if securities held by a Fund are not priced by the Fund’s regular pricing services) or in connection with portfolio transactions.

 

No Compensation or Consideration

 

Neither the Funds, nor the Adviser or any affiliate, including the CCO or his or her designee, will solicit or accept any compensation or other consideration in connection with the disclosure of Undisclosed Holdings Information or information derived therefrom.

 

Chief Compliance Officer Reports to Fund Board

 

The CCO must provide a quarterly report to the Board addressing exceptions to these policies and procedures during the preceding quarter, if any.

 

Detective and Corrective Action

 

Employees report unauthorized release of Undisclosed Holdings Information to the CCO. The CCO will recommend an appropriate course of action in the event of an unauthorized release of Undisclosed Holdings Information.

 

Designee of Chief Compliance Officer

 

In the event of the absence or unavailability of the CCO, all of the obligations of the CCO may be performed by the Adviser’s Chief Counsel.

 

*****

 

The following is a list of persons, other than the Adviser and its affiliates, that have been approved to receive Undisclosed Holdings Information concerning the Funds:

 

[______] [To be updated by  amendment.]  

 

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Trustees and Executive Officers

 

Set forth below is information about the Trustees and the officers of FAF. [The Board consists entirely of Trustees who are not “interested persons” of FAF, as that term is defined in the 1940 Act (“Independent Trustees”).

 


Name, Address* and Year of Birth 


Position Held with the Fund 


Term of Office and Length of  

Time Served


Principal Occupation During 

Past 5 Years and Other Relevant Experience1 


Number of Portfolios in FAF Overseen by Trustee;


Other Directorships  

Held by Trustee 2 

David K. Baumgardner
(1956)

Trustee Term expiring earlier of death, resignation, removal, disqualification, or successor duly elected and qualified; Trustee of the funds since November 2021; Director of predecessor funds from January 2016 to February 2022 CFO, Smyth Companies, LLC (commercial package printing) (1990 to present). Formerly, Certified Public Accountant at a large regional CPA firm (1978-1986). Independent Director, First American Fund Complex since 2016. First American Funds Complex: 1 registered investment company, including 6 portfolios None
           
Mark E. Gaumond
(1950)
Chair;
Trustee
Chair term three years; Chair term expiring earlier of death, resignation, removal, disqualification, or successor duly elected and qualified; Trustee and Chair of the funds since November 2021; Chair of FAF Inc. from January 2020 to February 2022; Director of predecessor funds from January 2016 to February 2022 Retired. Formerly, Senior Vice Chair (Americas), Ernst & Young LLP (2006-2010). Certified Public Accountant (Inactive) and member of the American Institute of Certified Public Accountants. Director, Walsh Park Benevolent Corporation. Former Director, Cliffs Natural Resources (formerly, Cliffs Natural Resources, Inc.), The California Academy of Sciences, Rayonier, Inc. and Rayonier Advanced Materials, Inc. Independent Director, First American Fund Complex since 2016. First American Funds Complex: 1 registered investment company, including 6 portfolios Director, Booz Allen Hamilton Holding Corporation (management and technology consulting)
           
Roger A. Gibson
(1946)
Trustee Term expiring earlier of death, resignation, removal, disqualification, or successor duly elected and qualified; Trustee of the funds since November 2021; Director of predecessor funds from October 1997 to February 2022 Retired. Former Advisor/Consultant, Future Freight™, a logistics/supply chain company. Former Director, Diversified Real Asset Income Fund (investment company). Former Director, Charterhouse Group, Inc., a private equity firm. Non-profit board member. Formerly Vice President and Chief Operating Officer - Cargo. Independent Director, First American Fund Complex since 1997. First American Funds Complex: 1 registered investment company, including 6 portfolios None
           
Jennifer J. McPeek
(1970)
Trustee Term expiring earlier of death, resignation, removal, disqualification, or successor duly elected and qualified; Trustee of the funds since November 2021; Director of predecessor funds from September 2019 to February 2022 Independent advisor/consultant. Formerly, Chief Financial Officer, Russell Investments (2018-2019). Prior thereto, Chief Operating and Strategy Officer (2016-2017), Chief Financial Officer (2013-2016) and several other executive positions (2009-2013) at Janus Henderson Group plc and its predecessor company. Prior thereto, Senior Vice president of Strategic Planning, ING Investment Management - Americas Region (2005-2009). Ms. McPeek has also held directorships on four investment Adviser and/or trust entities and holds the Chartered Financial Analyst designation. Independent Director, First American Fund Complex since 2019. First American Funds Complex: 1 registered investment company, including 6 portfolios Director, Cboe Global Markets, Inc. (stock and commodity exchange holding company)
           
C. David Myers
(1963)
Trustee Term expiring earlier of death, resignation, removal, disqualification, or successor duly elected and qualified; Trustee of the funds since November 2021; Director of predecessor funds from September 2019 to February 2022 Operating Director of AE Industrial Partners LLC and Chairman of the Industrial HVAC-R portfolio, a subset of AE Industrial Partners (2017 - present). Director, The Boler Group (operating as Hendrickson International) (manufacturing for the global commercial transportation industry) (2017 - present). Formerly, President, Building Efficiency of Johnson Controls, Inc., a global diversified technology and industrial company (2005-2014). Prior thereto, President, Chief Executive Officer and Director of York International Corporation (a provider of heating, ventilating, air conditioning, and refrigeration products and services) (2004-2005). Prior thereto, Mr. Myers served in several other executive positions at York International Corporation, including Executive Vice President, Chief Financial Officer, Finance Director - Engineered Systems Group and Corporate Controller, between 1998 and 2004; and Senior Manager, KPMG LLP (1986-1994). Independent Director, First American Fund Complex since 2019. First American Funds Complex: 1 registered investment company, including 6 portfolios Director, The Manitowoc Company, Inc. (a global diversified technology and industrial company)
           
P. Kelly Tompkins
(1956)
  Term expiring earlier of death, resignation, removal, disqualification, or successor duly elected and qualified; Trustee of the funds since November 2021; Director of predecessor funds from September 2019 to February 2022 Senior Advisor, Dix & Eaton (investor relations) (2018-present). Leader-in-Residence, Cleveland-Marshall College of Law (2018-present). Formerly, Executive Vice President (2010-2017), Chief Operating Officer (2017), Chief Financial Officer (2015-2016), Cleveland-Cliffs, Inc. (formerly, Cliffs Natural Resources, Inc.). Prior thereto, Executive Vice President and Chief Financial Officer, RPM International, Inc. (2008-2010) (multinational manufacturing company). Independent Director, First American Fund Complex since 2019.; First American Funds Complex: 1 registered investment company, including 6 portfolios None
           

*The address of each of the Trustees is P.O. Box 1329, Minneapolis, Minnesota, 55440-1329 unless otherwise noted.

1Includes each Trustee’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee’s qualifications to serve as a Trustee , which contributed to the conclusion that each Trustee should serve as a Trustee for FAF.

2Includes only directorships in a company with a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) or subject to the requirements of Section 15(d) of the Exchange Act, or any company registered as an investment company under the 1940 Act.

 

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Executive Officers

 

Name, Address, and Year of Birth 

Position(s) Held with Fund 

Term of Office and Length of Time Served 

Principal Occupation(s) During Past Five Years 

       

Eric J. Thole 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1972) 1 

President Re-elected by the Board annually; President of FAF since October 2021 Chief Executive Officer and President, U.S. Bancorp Asset Management, Inc.
       

James D. Palmer 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1964) 1 

Vice President Re-elected by the Board annually; Vice President of FAF since October 2021 Chief Investment Officer, U.S. Bancorp Asset Management, Inc.
       

Jill M. Stevenson 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1965) 1 

Treasurer Re-elected by the Board annually; Treasurer of FAF since October 2021 Head of Operations and Mutual Funds Treasurer, U.S. Bancorp Asset Management, Inc.
       

Brent G. Smith 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1981) 1 

Assistant Treasurer

Re-elected by the Board annually; Assistant Treasurer of FAF since October 2021

 

Assistant Mutual Funds Treasurer, U.S. Bancorp Asset Management, Inc.
       

Alyssa A. Bentz
U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1981) 1 

Chief Compliance Officer and Anti-Money Laundering Officer Re-elected by the Board annually; Chief Compliance Officer of FAF since October  2021; Anti-Money Laundering Officer of FAF since October  2021 Chief Compliance Officer, U.S. Bancorp Asset Management, Inc. since July 2021; prior thereto, Compliance Manager, U.S. Bancorp Asset Management, Inc. since December 2015.
       

Richard J. Ertel 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1967) 1 

Secretary Re-elected by the Board annually; Secretary of FAF since October 2021 Chief Counsel, U.S. Bancorp Asset Management, Inc.
       

Scott F. Cloutier 

U.S. Bancorp Asset Management, Inc. 

800 Nicollet Mall 

Minneapolis, MN 55402 

(1973) 1 

Assistant Secretary Re-elected by the Board annually; Assistant Secretary of FAF since October  2021 Senior Corporate Counsel, U.S. Bancorp Asset Management, Inc.
       
1Messrs. Thole, Palmer, Smith, Ertel and Cloutier and Mses. Stevenson and Bentz are each officers and/or employees of U.S. Bancorp Asset Management, Inc., which serves as investment Adviser and administrator for FAF.

 

Board Leadership Structure

 

The Board is responsible for overseeing generally the operation of the Funds. The Board has approved an investment advisory agreement with USBAM, as well as other contracts with USBAM, its affiliates, and other service providers.

 

As noted above, the Board consists entirely of Independent Trustees. Taking into account the number, the diversity and the complexity of the funds overseen by the Trustees and the aggregate amount of assets under management in FAF, the Board has determined that the efficient conduct of its affairs makes it desirable to delegate responsibility for certain matters to committees of the Board. These committees, which are described in more detail below, review and evaluate matters specified in their charters and make recommendations to the Board as they deem appropriate. Each committee may use the resources of the Funds’ counsel and auditors, counsel to the Independent Trustees, if any, as well as other experts. The committees meet as often as necessary, either in conjunction with regular meetings of the Board or otherwise.

 

The Funds are subject to a number of risks, including, among others, investment, compliance, operational, and valuation risks. The Board’s role in risk oversight of the Funds reflects its responsibility to oversee generally, rather than to manage, the operations of the Funds. The actual day-to-day risk management with respect to the Funds resides with USBAM and the other service providers to the Funds. In line with the Board’s oversight responsibility, the Board receives reports and makes inquiries at its regular meetings or otherwise regarding various risks. However, the Board relies upon the Funds’ Chief Compliance Officer, who reports directly to the Board, and USBAM (including its Senior Business Line Risk Manager and other members of its management team) to assist the Board in identifying and understanding the nature and extent of such risks and determining whether, and to what extent, such risks may be eliminated or mitigated. Although the risk management policies of USBAM and the other service providers are designed to be effective, those policies and their implementation vary among service providers and over time, and there is no guarantee that they will be effective. Not all risks that may affect the Funds can be identified or processes and controls developed to eliminate or mitigate their occurrence or effects, and some risks are simply beyond any control of the Funds or USBAM, its affiliates or other service providers.

 

Standing Committees of the Board of Trustees

 

[There are currently two standing committees of the Board: Audit Committee and Governance Committee. References to the “Funds” in the committee descriptions below are to FAF. All committee members are Independent

 

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Trustees. As the Trust is newly formed, no committee meetings have been held as of the date of this Statement of Additional Information.]

 

 

Committee Function 

Committee Members 

 
       
Audit Committee The purposes of the Committee are (1) to oversee the Funds’ accounting and financial reporting policies and practices, their internal controls and, as appropriate, the internal controls of certain service providers; (2) to oversee the quality of the Funds’ financial statements and the independent audit thereof; (3) to assist Board oversight of the Funds’ compliance with legal and regulatory requirements; and (4) to act as a liaison between the Funds’ independent auditors and the full Board. The Audit Committee, together with the Board, has the ultimate authority and responsibility to select, evaluate and, where appropriate, replace the outside auditor (or to nominate the outside auditor to be proposed for shareholder approval in any proxy statement).

David K. Baumgardner (Chair)

Mark E. Gaumond
Roger A. Gibson
Jennifer J. McPeek
C. David Myers
P. Kelly Tompkins

 
       
Governance Committee

The Committee has responsibilities relating to (1) Board and Committee composition (including interviewing and recommending to the Board nominees for election as trustees; reviewing the independence of all independent trustees; reviewing Board composition to determine the appropriateness of adding individuals with different backgrounds or skills; reporting to the Board on which current and potential members of the Audit Committee qualify as Audit Committee Financial Experts; recommending a successor to the Board Chair when a vacancy occurs; consulting with the Board Chair on Committee assignments; and in anticipation of the Board’s request for shareholder approval of a slate of trustees, recommending to the Board the slate of trustees to be presented for Board and shareholder approval); (2) Committee structure (including, at least annually, reviewing each Committee’s structure and membership and reviewing each Committee’s charter and suggesting changes thereto); (3) trustee education (including developing an annual education calendar; monitoring independent trustee attendance at educational seminars and conferences; developing and conducting orientation sessions for new independent trustees; and managing the Board’s education program in a cost-effective manner); and (4) governance practices (including reviewing and making recommendations regarding trustee compensation and trustee expenses; monitoring trustee investments in the Funds; monitoring compliance with trustee retirement policies; reviewing compliance with the prohibition from serving on the board of trustees of mutual funds that are not part of FAF; if requested, assisting the Board Chair in overseeing self-evaluation process; in collaboration with outside counsel, developing policies and procedures addressing matters which should come before the Committee in the proper exercise of its duties; reviewing applicable new industry reports and “best practices” as they are published; reviewing and recommending changes in Board governance policies, procedures and practices; reporting the Committee’s activities to the Board and making such recommendations; reviewing and, as appropriate, recommending that the Board make changes to the Committee’s charter). 

P. Kelly Tompkins (Chair)
David K. Baumgardner
Mark E. Gaumond
Roger A. Gibson
Jennifer J. McPeek
C. David Myers

 

 

 

The Governance Committee will consider shareholder recommendations for trustee nominees in the event there is a vacancy on the Board or in connection with any special shareholders meeting which is called for the purpose of electing Trustees. FAF does not hold regularly scheduled annual shareholders meetings. There are no differences in

 

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the manner in which the Governance Committee evaluates nominees for trustees based on whether the nominee is recommended by a shareholder.

 

A shareholder who wishes to recommend a trustee nominee should submit his or her recommendation in writing to the Chair of the Board (Mr. Gaumond) or the Chair of the Governance Committee (Mr. Tompkins) , in either case at First American Funds Trust, P.O. Box 1329, Minneapolis, Minnesota 55440-1329. At a minimum, the recommendation should include:

 

●the name, address, and business, educational, and/or other pertinent background of the person being recommended;

 

●a statement concerning whether the person is “independent” within the meaning of New York Stock Exchange and NYSE MKT listing standards and is not an “interested person” as defined in the 1940 Act;

 

●any other information that the Funds would be required to include in a proxy statement concerning the person if he or she was nominated; and

 

●the name and address of the person submitting the recommendation, together with the number of Fund shares held by such person and the period for which the shares have been held.

 

The recommendation also can include any additional information that the person submitting it believes would assist the Governance Committee in evaluating the recommendation. Shareholder recommendations for nominations to the Board will be accepted on an ongoing basis and will be kept on file for consideration when there is a vacancy on the Board or prior to a shareholders meeting called for the purpose of electing trustees.

 

Trustee Ownership of Securities of the Funds or Adviser

 

As the Funds have not yet commenced investment operations, there is no ownership information to report.

 

The information in the table below discloses the dollar ranges of (i) each Trustee's beneficial ownership in FAF Inc., and (ii) each Trustee's aggregate beneficial ownership in all funds within FAF Inc., including in each case the value of fund shares elected by Trustees in the Trustees’ deferred compensation plan. The dollar range disclosed is based on the value of the securities as of December 31, 2020.

 

 

Baumgardner

Gaumond

Gibson

McPeek

Myers

Tompkins

Aggregate Holdings – FAF Inc.

—

—

—

—

—

—

Government Obligations Fund

—

—

—

—

—

—

Institutional Prime Obligations Fund

—

—

—

—

—

—

Retail Prime Obligations Fund

—

—

—

—

—

—

Retail Tax Free Obligations Fund

—

—

—

—

—

—

Treasury Obligations Fund

—

—

—

—

—

—

U.S. Treasury Money Market Fund

—

—

—

—

—

—

 

As of [_______], none of the Independent Trustees or their immediate family members owned, beneficially, or of record, any securities in (i) an investment adviser or principal underwriter of the Funds' predecessor Funds or (ii) a person (other than a registered investment company) directly or indirectly controlling, controlled by, or under common control with an investment adviser or principal underwriter of the Funds' predecessor Funds.

 

Trustee Qualifications

 

The Board has determined that each Trustee should serve as such based on several factors (none of which alone is decisive).

 

Among the factors the Board considered when concluding that an individual should serve on the Board were the following: (i) the individual’s business and professional experience and accomplishments; (ii) the individual’s ability to work effectively with other members of the Board; (iii) the individual’s prior experience, if any, serving on the boards of public companies and other complex enterprises and organizations; and (iv) how the individual’s skills, experiences and attributes would contribute to an appropriate mix of relevant skills, diversity and experience on the Board. The Board believes that, collectively, the Trustees have balanced and diverse qualifications, skills, experiences, and attributes, which allow the Board to operate effectively in governing the Funds and protecting the interests of shareholders. Information about the specific qualifications, skills, experiences, and attributes of each Trustee, which in each case contributed to the Board’s conclusion that the Trustee should serve as a trustee of the Funds, is provided in the “Independent Trustees” table above.

 

Experience, Qualifications, Attributes, Skills for Board Membership

 

David K. Baumgardner has served for over five years as a director of the various series of FAF Inc., has more that 25 years of experience as a chief financial officer of other entities and was formerly a Certified Public Accountant at a large regional accounting firm.

 

Mark E. Gaumond has served for over five years as a director of the various series of FAF Inc., has experience serving on boards of other entities, including public operating companies, and was formerly a Certified Public Accountant and member of the American Institute of Certified Public Accountants.

 

Roger A. Gibson has served for over twenty-four years as a director of the various series of FAF Inc., has experience serving on boards of other entities, including an investment company, and more than 25 years of management experience at a large, publicly traded company.

 

Jennifer J. McPeek has served for over two years as a director of the various series of FAF Inc., has more than 25 years of experience in the financial services industry and currently serves on the board of a large, publicly traded company.

 

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C. David Myers has served for over two years as a director of the various series of FAF Inc., has experience serving on the boards of other entities and has more than 25 years of management experience at both private and public operating companies.

 

P. Kelly Tompkins has served for over two years as a director of the various series of FAF Inc. and has more than 25 years of management and/or leadership experience at both private, public and non-profit institutions.

 

Trustee Compensation

 

FAF pays Trustees who are not paid employees or affiliates of the Funds an annual retainer of $175,000 ($260,000 in the case of the Chair). The Audit Committee Chair receives an additional annual retainer of $15,000 and the Governance Committee Chair receives an additional annual retainer of $12,000.

 

Trustees also receive $3,500 per day when traveling, on behalf of a Fund, out of town on Fund business which does not involve a Board or committee meeting. In addition, Trustees are reimbursed for their out-of-pocket expenses in traveling from their primary or secondary residence to Board and committee meetings, on Fund business and to attend mutual fund industry conferences or seminars. The amounts specified above are allocated evenly among the funds in FAF.

 

The Funds do not provide any other pension or retirement benefits to Trustees.

 

The following table sets forth information concerning estimated aggregate compensation paid to each Trustee of FAF (i) by FAF (column 2), and (ii) by FAF (column 5) during the fiscal year ended August 31, 2022. No executive officer or affiliated person of FAF received any compensation from FAF in excess of $60,000 during such fiscal period.

 

Estimated Compensation during Fiscal Year Ended August 31, 2022

 

Name of Person, Position

 

Aggregate
Compensation From
Registrant

 

Pension or Retirement Benefits Accrued as Part of Fund Expenses

 

Estimated Annual Benefits Upon Retirement

 

Total Compensation from Registrant and FAF Paid to Trustees

 

 

 

 

 

 

 

 

 

 

 

David K. Baumgardner, Trustee

 

$190,000

 

-0-

 

-0-

 

$190,000

 

Mark E. Gaumond, Chair

 

260,000

 

-0-

 

-0-

 

260,000

 

Roger A. Gibson, Trustee

 

179,000

 

-0-

 

-0-

 

179,000

 

Jennifer J. McPeek, Trustee

 

175,000

 

-0-

 

-0-

 

175,000

 

C. David Myers, Trustee

 

175,000

 

-0-

 

-0-

 

175,000

 

P. Kelly Tompkins, Trustee

 

183,000

 

-0-

 

-0-

 

183,000

 

 

 

 

 

 

 

 

 

 

 

 

Code of Ethics

 

FAF, USBAM, and Quasar Distributors, LLC have each adopted a Code of Ethics pursuant to Rule 17j-1 of the 1940 Act. Each of these Codes of Ethics permits personnel to invest in securities for their own accounts, including securities that may be purchased or held by the Fund. These Codes of Ethics are on public file with, and are available from, the SEC.

 

Investment Advisory and Other Services for the Funds

 

Investment Adviser

 

Pursuant to an Investment Advisory Agreement, dated [____] (the “Advisory Agreement”), USBAM, 800 Nicollet Mall, Minneapolis, Minnesota 55402, serves as the investment adviser and manager of the Funds. The Adviser is a wholly owned subsidiary of U.S. Bank, 800 Nicollet Mall, Minneapolis, Minnesota 55402, the nation’s fifth-largest commercial bank. U.S. Bank is, in turn, a wholly-owned subsidiary of U.S. Bancorp, 800 Nicollet Mall, Minneapolis, Minnesota 55402, which is a regional multi-state bank holding company headquartered in Minneapolis, Minnesota. U.S. Bancorp provides a wide range of financial services for consumers, businesses, government entities and other financial institutions. At [_____, 2021], U.S. Bancorp and its subsidiaries had consolidated assets of [$_____ billion], consolidated deposits of [$_____ billion] and shareholders’ equity of [$____ billion].

 

Under the terms of the Advisory Agreement, each Fund has agreed to pay the Adviser monthly fees calculated on an annual basis equal to [__] of the Fund’s average daily net assets (before any waivers).

 

The Advisory Agreement requires the Adviser to arrange, if requested by FAF, for officers or employees of the Adviser to serve without compensation from the Funds as Trustees, officers, or employees of FAF if duly elected to such positions by the shareholders or Trustees of FAF. The Adviser has the authority and responsibility to make and execute investment decisions for the Funds within the framework of the Funds’ investment policies, subject to review by the Board. The Adviser is also responsible for monitoring the performance of the various organizations providing services to the Funds, including the Funds’ distributor, shareholder services agent, custodian, and accounting agent, and for periodically reporting to the Board on the performance of such organizations. The Adviser will, at its own expense, furnish the Funds with the necessary personnel, office facilities, and equipment to service the Funds’ investments and to discharge its duties as investment adviser of the Funds.

 

In addition to the investment advisory fee, each Fund pays all of its expenses that are not expressly assumed by the Adviser or any other organization with which the Fund may enter into an agreement for the performance of services. Each Fund is liable for such nonrecurring expenses as may arise, including litigation to which the Fund may be a party. FAF may have an obligation to indemnify its Trustees and officers with respect to such litigation. The Adviser will be liable to the Funds under the Advisory Agreement for any negligence or willful misconduct by the Adviser other

 

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than liability for investments made by the Adviser in accordance with the explicit direction of the Board or the investment objectives and policies of the Funds. The Adviser has agreed to indemnify the Funds with respect to any loss, liability, judgment, cost or penalty that a Fund may suffer due to a breach of the Advisory Agreement by the Adviser.

 

The Adviser has contractually agreed to limit fund expenses for each share class, so that total fund operating expenses, as a percentage of average daily net assets, do not exceed certain amounts through [_______, 2022]. The Adviser may voluntarily waive or reimburse certain fees and expenses of a fund to the extent necessary to avoid a negative yield, or a yield below a specified level, which may vary from time to time in the Adviser’s sole discretion. These voluntary waivers and reimbursements may be terminated at any time by the Adviser. In addition, with respect to such voluntary waivers or reimbursements, the Adviser may retain the ability to be reimbursed by the Funds for such amounts prior to the end of the fiscal year. This practice would have the effect of lowering a Fund’s overall expense ratio and of increasing yield to investors, or the converse, at the time such amounts are absorbed or reimbursed, as the case may be.

 

The following table sets forth total advisory fees before and after contractual and/or voluntary waivers for each fund’s predecessor fund for the fiscal years ended August 31, 2019, August 31, 2020 and August 31, 2021.

 

 

Fiscal Year Ended

August 31, 2019

Fiscal Year Ended

August 31, 2020

Fiscal Year Ended

August 31, 2021

Predecessor Fund Advisory Fee Before Waivers Advisory Fee After Waivers Advisory Fee Before Waivers Advisory Fee After Waivers Advisory Fee Before Waivers Advisory Fee After Waivers
Government Obligations Fund $41,572,243 $41,572,243 $55,909,018 $55,909,018 $84,470,210 $40,540,282
Institutional Prime Obligations Fund 1,189,379 946,050 1,247,528 1,247,528 1,124,710 776,191
Retail Prime Obligations Fund 2,718,073 2,718,073 2,684,370 2,684,370 2,401,348 2,382,825
Retail Tax Free Obligations Fund 382,929 342,812 474,911 474,911 501,994 226,697
Treasury Obligations Fund 13,232,567 13,232,567 17,471,627 17,471,627 29,397,860 15,385,236
U.S. Treasury Money Market Fund 1,444,012 1,444,012 2,555,159 2,555,159 3,530,488 1,895,730
               

Additional Payments to Financial Intermediaries

 

In addition to the sales charge payments and the distribution, service and transfer agency fees described in the Prospectuses and elsewhere in this SAI, the Adviser and/or the Distributor may make additional payments out of its own assets to selected intermediaries that attract assets to the Funds (such as brokers, dealers, banks, registered investment advisers, retirement plan administrators and other intermediaries; hereinafter, individually, “Intermediary,” and collectively, “Intermediaries”) pursuant to arrangements involving sales, distribution, shelf space, sub-accounting, administrative or shareholder processing services.

 

The amounts of these payments could be significant and may create an incentive for an Intermediary or its representatives to recommend or offer shares of the Funds to its customers. The Intermediary may elevate the prominence or profile of the Funds within the Intermediary’s organization by, for example, placing a Fund on a list of preferred or recommended funds, and/or granting the Adviser and/or the Distributor preferential or enhanced opportunities to promote the Funds in various ways within the Intermediary’s organization.

 

These payments are made pursuant to negotiated agreements with Intermediaries. The payments do not change the price paid by investors for the purchase of a share or the amount a Fund will receive as proceeds from such sales. Furthermore, these payments are not reflected in the fees and expenses listed in the fee table section of the Funds’ Prospectuses and described above because they are not paid by the Funds.

 

The categories of payments described below are not mutually exclusive, and a single Intermediary may receive payments under all categories.

 

Marketing Support Payments and Program Servicing Payments

 

The Adviser and/or the Distributor may make payments for marketing support and/or program servicing to selected Intermediaries that are registered as holders or dealers of record for accounts invested in one or more of the First American Funds or that make First American Fund shares available through employee benefit plans or fee-based advisory programs to compensate them for the variety of services they provide.

 

Marketing Support Payments. Services for which an Intermediary receives marketing support payments may include business planning assistance, advertising, educating the Intermediary’s personnel about the First American Funds in connection with shareholder financial planning needs, placement on the Intermediary’s preferred or recommended fund company list, and access to sales meetings, sales representatives and management representatives of the Intermediary. In addition, Intermediaries may be compensated for enabling Fund representatives to participate in and/or present at conferences or seminars, sales or training programs for invited registered representatives and other employees, client and investor events and other events sponsored by the Intermediary.

 

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The Adviser and/or the Distributor compensates Intermediaries differently depending upon, among other factors, the number or value of Fund shares that the Intermediary sells or may sell, the value of the assets invested in the Funds by the Intermediary’s customers, redemption rates, ability to attract and retain assets, reputation in the industry and the level and/or type of marketing assistance and educational activities provided by the Intermediary. Such payments are generally asset based but also may include the payment of a lump sum.

 

Program Servicing Payments. Services for which an Intermediary receives program servicing payments typically include recordkeeping, reporting, or transaction processing, but may also include services rendered in connection with Fund/investment selection and monitoring, employee enrollment and education, plan balance rollover or separation, or other similar services. An Intermediary may perform program services itself or may arrange with a third party to perform program services.

 

Program servicing payments typically apply to employee benefit plans, such as retirement plans, or fee-based advisory programs, but may apply to retail sales and assets in certain situations. The payments are based on such factors as the type and nature of services or support furnished by the Intermediary and are generally asset based.

 

Marketing Support and Program Servicing Payment Guidelines. In the case of any one Intermediary, marketing support and program servicing payments are not expected, with certain limited exceptions, to exceed, in the aggregate, 0.47% of the average net assets of Fund shares attributable to that Intermediary on an annual basis. U.S. Bank, N.A. and its affiliates are eligible to receive payments that exceed 0.47% of the average net assets of Fund shares attributable to U.S. Bank, N.A. or its affiliates on an annual basis.

 

Other Payments

 

From time to time, the Adviser and/or the Distributor, at its expense, may provide other compensation to Intermediaries that sell or arrange for the sale of shares of the Fund(s), which may be in addition to marketing support and program servicing payments described above. For example, the Adviser and/or the Distributor may: (i) compensate Intermediaries for National Securities Clearing Corporation networking system services (e.g., shareholder communication, account statements, trade confirmations, and tax reporting) on an asset based or per account basis; (ii) compensate Intermediaries for providing Fund shareholder trading information; (iii) make one-time or periodic payments to reimburse selected Intermediaries for items such as ticket charges (i.e., fees that an Intermediary charges its representatives for effecting transactions in Fund shares) of up to $25 per purchase or exchange order, operational charges (e.g., fees that an Intermediary charges for establishing a Fund on its trading system), and literature printing and/or distribution costs; and (iv) at the direction of a retirement plan’s sponsor, reimburse or pay direct expenses of an employee benefit plan that would otherwise be payable by the plan.

 

When not provided for in a marketing support or program servicing agreement, the Adviser and/or the Distributor may pay Intermediaries for enabling the Adviser and/or the Distributor to participate in and/or present at conferences or seminars, sales or training programs for invited registered representatives and other Intermediary employees, client and investor events and other Intermediary-sponsored events, and for travel expenses, including lodging incurred by registered representatives and other employees in connection with prospecting, asset retention and due diligence trips. These payments may vary depending upon the nature of the event. The Adviser and/or the Distributor makes payments for such events as it deems appropriate, subject to its internal guidelines and applicable law.

 

The Adviser and/or the Distributor occasionally sponsors due diligence meetings for registered representatives during which they receive updates on the Funds and are afforded the opportunity to speak with portfolio managers. Invitations to these meetings are not conditioned on selling a specific number of shares. Those who have shown an interest in the Funds, however, are more likely to be considered. To the extent permitted by their firm’s policies and procedures, all or a portion of registered representatives’ expenses in attending these meetings may be covered by the Adviser and/or the Distributor.

 

 22

 

 

Certain affiliates of the Adviser and employees of the Adviser may receive cash compensation from the Adviser and/or the Distributor in connection with establishing new client relationships with the First American Funds. Total compensation of employees of the Adviser and/or the Distributor with marketing and/or sales responsibilities is based in part on their generation of new client relationships, including new client relationships with the First American Funds.

 

Other compensation may be offered to the extent not prohibited by state laws or any self-regulatory agency, such as FINRA. Investors can ask their Intermediary for information about any payments it receives from the Adviser and/or the Distributor and the services it provides for those payments.

 

Investors may wish to take Intermediary payment arrangements into account when considering and evaluating any recommendations relating to Fund shares.

 

Intermediaries Receiving Additional Payments

 

The following is a list of Intermediaries eligible to receive one or more of the types of payments discussed above as of [_______, 2021]:

 

Administrator

 

U.S. Bancorp Asset Management, Inc. (the “Administrator”) serves as administrator pursuant to an Administration Agreement between the Administrator and the Funds, dated as of [_____, 2021]. Under the Administration Agreement, the Administrator provides, or compensates others to provide, services to the Funds. These services include various oversight and legal services, accounting services and shareholder services. The Funds pay the Administrator fees which are calculated daily and paid monthly. Such fees are equal to each Fund’s pro rata share of an amount equal, on an annual basis, to 0.18% of the aggregate average daily Class A share net assets and 0.13% of the aggregate average daily net assets for all other share classes of the Funds up to $8 billion, 0.165% for Class A shares and 0.115% for all other share classes on the next $17 billion of aggregate average daily net assets, 0.15% for Class A shares and 0.10% for all other classes on the next $25 billion of aggregate average daily net assets, and 0.13% for Class A shares and 0.08% for all other classes of the aggregate average daily net assets in excess of $50 billion. The Administrator pays a portion of such fees to U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), 777 East Wisconsin Avenue, Milwaukee, WI 53202, pursuant to a Sub-Administration Agreement dated [_____, 2021] whereby Fund Services provides various sub-administration services. Fund Services is a wholly-owned subsidiary of U.S. Bancorp.

 

The following table sets forth total administrative fees, after waivers, paid by each fund’s predecessor fund listed below to the Administrator for the fiscal years ended August 31, 2019, August 31, 2020 and August 31, 2021:

 

Predecessor Fund Fiscal Year Ended August 31, 2019 Fiscal Year Ended August 31, 2020 Fiscal Year Ended August 31, 2021
Government Obligations Fund $29,175,130 $35,546,796 $9,168,027
Institutional Prime Obligations Fund 420,482 333,689 167,039
Retail Prime Obligations Fund 1,695,188 1,583,230 1,222,142
Retail Tax Free Obligations Fund 45,640 146,519 16,048
Treasury Obligations Fund 9,111,061 10,696,018 3,362,762
U.S. Treasury Money Market Fund 964,110 1,823,349 325,479

 

[Effective [_____, 2021], FAF entered into a Shareholder Service Plan and Agreement with USBAM, under which USBAM agreed to provide FAF, or enter into written agreements with other service providers pursuant to which the service providers will provide FAF, with non-distribution-related services to shareholders of Class A, Class D, Class T, Class V and Class Y shares.]

 

[In the Shareholder Services Plan and Agreement, USBAM agreed that the services provided thereunder will in no event be primarily intended to result in the sale of Fund shares. Pursuant to the Shareholder Service Plan and Agreement, the Funds have agreed to pay USBAM a fee at an annual rate of 0.25 % of the average net asset value of the Class A, Class D, and Class Y shares, a fee at an annual rate of 0.20 % of the average net asset value of the Class T shares, and a fee at an annual rate of 0.10 % of the average net asset value of the Class V shares computed daily and paid monthly.]

 

During the fiscal years ended August 31, 2019, August 31, 2020 and August 31, 2021, each fund’s predecessor fund paid to USBAM shareholder servicing fees, after waivers, in the following amounts:

Fiscal Year Ended August 31, 2019

  Class A Class D Class T Class Y Class G Class V
Government Obligations Fund $ 693,478 $ 8,356,804 N/A $24,114,252 N/A $ 2,166,830
Institutional Prime Obligations Fund N/A N/A $148,469 864,336 N/A 146,852
Retail Prime Obligations Fund 1,263,896 N/A 574 3,597,418 N/A 43,031
Retail Tax Free Obligations Fund 68,499 N/A N/A 818,615 N/A 1,060
Treasury Obligations Fund1 544,731 3,572,659 N/A 6,136,815 $30,296 627,192
U.S. Treasury Money Market Fund 123,232 109,281 N/A 1,806,332 N/A 112,125

 

Fiscal Year Ended August 31, 2020

  Class A Class D Class T2 Class Y Class V
Government Obligations Fund $414,308 $5,778,418 N/A $18,019,302 $1,858,152
Institutional Prime Obligations Fund N/A N/A 140,717 762,817 34,821
Retail Prime Obligations Fund 1,137,864 N/A 14 3,247,883 49,158
Retail Tax Free Obligations Fund 59,446 N/A N/A 742,902 10,935
Treasury Obligations Fund 396,918 2,302,407 N/A 4,382,695 420,826
U.S. Treasury Money Market Fund 64,786 84,809 N/A 1,027,842 104,886

 

Fiscal Year Ended August 31, 2021

  Class A Class D Class T2 Class Y Class V
Government Obligations Fund 0 0 0 0 0
Institutional Prime Obligations Fund N/A N/A $3,473 $15,978 $1,515
Retail Prime Obligations Fund $248 N/A 27,406 96,305 2,532
Retail Tax Free Obligations Fund 0 N/A N/A 0 0
Treasury Obligations Fund 0 0 N/A 0 0
U.S. Treasury Money Market Fund 0 0 N/A 0 0

 

1 Class G closed on October 26, 2018.

2 Government Obligations Fund, Retail Tax Free Obligations Fund, Treasury Obligations Fund and U.S. Treasury Money Market Fund of Class T shares launched on September 18, 2020.

 

 

 23

 

 

Transfer Agent

 

Fund Services , 777 East Wisconsin Avenue, Milwaukee, WI 53202, serves as the Funds’ transfer agent pursuant to a Transfer Agency and Shareholder Servicing Agreement between Fund Services and the Funds dated [____, 2021]. Pursuant to the Transfer Agency and Shareholder Servicing Agreement, the Funds are charged transfer agent fees on a per shareholder account basis, subject to a minimum per share class fee. These fees are charged to each Fund based on the number of accounts within the Fund. The Fund reimburses Fund Services for out-of-pocket expenses incurred in providing transfer agent services.

 

Distributor

 

Quasar Distributors, LLC serves as the distributor for the Funds’ shares pursuant to a distribution agreement dated [_____ , 2021] applicable to the various share classes (the “Distribution Agreement”). The Distributor is a wholly owned subsidiary of Foreside Financial Group, LLC.

 

Fund shares and other securities distributed by the Distributor are not deposits or obligations of, or endorsed or guaranteed by, U.S. Bank or its affiliates, and are not insured by the Deposit Insurance Fund, which is administered by the FDIC.

 

Under the Distribution Agreement, the Distributor has agreed to perform all distribution services and functions of the Funds to the extent such services and functions are not provided to the Funds pursuant to another agreement. The shares of the Funds are continuously offered and distributed through the Distributor and through securities firms, financial institutions (including, without limitation, banks) and other industry professionals (the “Participating Institutions”) which enter into sales agreements with the Distributor to perform share distribution or shareholder support services.

 

Under the Distribution Agreement, the Funds pay the Distributor distribution and/or shareholder servicing fees in connection with Class A and Class D shares. The Distributor receives no compensation from the Funds for distribution or shareholder servicing of the Class P, Class T, Class U, Class V, Class X, Class Y, and Class Z shares.

 

The Distribution Agreement provides that it will continue in effect for a period of more than one year from the date of its execution only so long as such continuance is specifically approved at least annually by the vote of a majority of the Board and by the vote of the majority of those Board members who are not interested persons of FAF and who have no direct or indirect financial interest in the operation of FAF’s Rule 12b-1 Plan or in any agreement related to such plans.

 

The Distributor received the following compensation from each fund’s predecessor fund during their most recent fiscal year ended August 31, 2021:

 

Fiscal Year Ended August 31, 2021

 

Predecessor Fund Net Underwriting Discounts and Commissions Compensation on Redemptions and Repurchases Brokerage Commissions Other Compensation1
Government Obligations Fund None None None None
Institutional Prime Obligations Fund None None None None
Retail Prime Obligations Fund None None None None
Retail Tax Free Obligations Fund None None None None
Treasury Obligations Fund None None None None
U.S. Treasury Money Market Fund None None None None
  1 Primarily represents Rule 12b-1 fees paid to the Distributor as dealer of record on certain shareholder accounts under FAF Inc.’s Rule 12b-1 Distribution and Service Plan. Total fees paid by the predecessor funds of under FAF Inc.’s Rule 12b-1 Distribution and Service Plan are provided below.

 

FAF has also adopted Plans of Distribution dated [____, 2021] with respect to the Class A and Class D shares of the Funds pursuant to Rule 12b-1 under the 1940 Act (collectively, the “Plans”). Rule 12b-1 provides in substance that a mutual fund may not engage directly or indirectly in financing any activity which is primarily intended to result in the sale of shares, except pursuant to a plan adopted under Rule 12b-1. Each of the Plans is a “reimbursement-type” plan under which the Distributor is entitled to receive the fees payable only to the extent of its actual distribution expenses. The distribution fees under the Plans are used for the primary purpose of compensating broker-dealers for their sale of fund shares. The shareholder servicing fees payable under the Plans, if any, are used for the primary purpose of compensating third parties for their provision of services to Fund shareholders.

 

The Class A shares pay to the Distributor a distribution fee at an annual rate of up to 0.25 % of the average daily net assets of the Class A shares. The fee may be used by the Distributor to compensate brokers for providing distribution-related services with respect to the Class A shares. This fee is calculated and paid each month based on the Distributor’s actual distribution expenses for that month.

 

The Class D shares of each Fund pay a distribution fee to the Distributor monthly at the annual rate of up to 0.15 % of each Fund’s Class D share average daily net assets. The fee may be used by the Distributor to compensate brokers for providing distribution-related services with respect to the Class D shares. This fee is calculated and paid each month based on the Distributor’s actual distribution expenses for that month.

 

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The Plan recognizes that the Distributor, any Participating Institution, the Administrator, and the Adviser, in their discretion, may from time to time use their own assets to pay for certain additional costs in connection with the distribution or shareholder servicing of Class A and Class D shares of the Funds, in addition to payments made by such entities for costs associated with the distribution of the other share classes of the Funds that are not subject to the Plan. Any such arrangements to pay such additional costs may be commenced or discontinued by the Distributor, any Participating Institution, the Administrator, or the Adviser at any time.

 

Custodian and Independent Registered Public Accounting Firm

 

Custodian

 

U.S. Bank (the “Custodian”), 1555 N. Rivercenter Drive, Suite 302, Milwaukee, WI 53212, acts as custodian of the Funds’ assets and portfolio securities pursuant to a Custodian Agreement dated [_____, 2021]. The Custodian takes no part in determining the investment policies of the Funds or in deciding which securities are purchased or sold by the Funds. The duties of the Custodian are limited to receiving and safeguarding the assets and securities of the Funds and to delivering or disposing of them pursuant to the Funds’ order.

 

Each Fund pays the Custodian its pro rata share of an amount equal, on an annual basis, to 0.0045% of the aggregate average daily market value of all securities and cash held in the Funds up to $25 billion, 0.0040% of the aggregate average daily market value of all securities and cash held in the Funds for the next $25 billion, and 0.0035% of the aggregate average daily market value of all securities and cash held in the Funds in excess of $50 billion. In addition, the Custodian is reimbursed for its out-of-pocket expenses incurred while providing services to the Funds. The Custodian continues to serve so long as its appointment is approved at least annually by the Board including a majority of the Trustees who are not “interested persons” of FAF, as that term is defined in the 1940 Act.

 

Independent Registered Public Accounting Firm

 

[__________________], serves as the Funds’ independent registered public accounting firm, providing audit services, including audits of the annual financial statements.

 


Proxy Voting

 

Because the Funds invest primarily in short-term debt obligations, the probability of the Funds or USBAM receiving a proxy request on behalf of the Funds is remote. Nonetheless, the Funds have adopted Proxy Voting Policies and Procedures that delegate the responsibility of voting proxies to USBAM. [The Proxy Voting Policies and Procedures of the Funds are attached as Appendix A.]

 

Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, will be available, without charge and upon request, by calling 800 677-3863 and on the SEC’s website at www.sec.gov.

 

Portfolio Transactions

 

The Funds’ portfolios are almost exclusively composed of fixed income securities and most of the portfolio transactions are made directly with the issuer of the securities or with broker-dealers acting for their own account or as agents. A Fund does not usually pay brokerage commissions on purchases and sales of fixed income securities, although the price of the securities generally includes compensation, in the form of a spread or mark-up or mark-down, which is not disclosed separately.

 

The Adviser determines the broker-dealers with or through which the Funds’ securities transactions are executed. The primary consideration in placing a portfolio transaction with a particular broker-dealer is efficiency in

 

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executing orders and obtaining the most favorable net prices for the Fund under the circumstances of each particular transaction. More specifically, the Adviser considers the full range and quality of the services offered by a broker-dealer. The determination may include the competitiveness of price; access to desirable securities; willingness and ability to execute difficult or large transactions; value, nature, and quality of any brokerage and research products and services provided; financial responsibility (including willingness to commit capital) of the broker-dealer; ability to minimize market impact; maintenance of the confidentiality of orders; responsiveness of the broker-dealer to the Adviser; and ability to settle trades. For transactions where competitiveness of price is the determining factor, all other factors being equal, the Adviser will seek to obtain cover quotes or supporting market information on fixed income security transactions to the extent they are available. The Adviser may, however, select a dealer to effect a particular transaction without communicating with all dealers who might be able to effect such transaction because of the volatility of the market and the Adviser’s desire to accept a particular price for a security because the price offered by the dealer meets the Adviser’s guidelines for profit, yield, or both. While it is the Adviser’s policy to seek the most advantageous price on each transaction, there is no assurance it will be successful in doing so on every transaction.

 

When consistent with the best execution objectives described above, business may be placed with broker-dealers who furnish brokerage and research products and services to the Adviser. Such brokerage and research products and services would include advice, both directly and in writing, as to the value of securities, the advisability of investing in, purchasing, or selling securities, and the availability of securities or purchasers or sellers of securities, as well as analyses and reports concerning issues, industries, securities, economic factors and trends and portfolio strategy. The research products and services may allow the Adviser to supplement its own investment research activities and enable it to obtain the views and information of individuals and research staffs of many different securities firms prior to making investment decisions for the Funds. To the extent portfolio transactions are effected with broker-dealers who furnish research services, the Adviser would receive a benefit, which is not capable of evaluation in dollar amounts, without providing any direct monetary benefit to the Funds from these transactions. As a general matter, the brokerage and research products and services that the Adviser receives from broker-dealers are used to service all of the Adviser’s accounts. However, any particular brokerage and research product or service may not be used to service each and every account, and may not benefit the particular accounts that generated the brokerage commissions used to acquire the product or service.

 

The Adviser has not entered into any formal or informal agreements with any broker-dealers, and does not maintain any “formula” that must be followed in connection with the placement of the Funds’ portfolio transactions in exchange for brokerage and research products and services provided to the Adviser. The Adviser may, from time to time, maintain an informal list of broker-dealers that will be used as a general guide in the placement of Fund business in order to encourage certain broker-dealers to provide the Adviser with brokerage and research products and services, which the Adviser anticipates will be useful to it. Any list, if maintained, would be merely a general guide, which would be used only after the primary criteria for the selection of broker-dealers (discussed above) has been met, and, accordingly, substantial deviations from the list could occur. While it is not expected that any Fund will pay brokerage commissions, if it does, the Adviser would authorize the Fund to pay an amount of commission for effecting a securities transaction in excess of the amount of commission another broker-dealer would have charged only if the Adviser determined in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such broker-dealer, viewed in terms of either that particular transaction or the Adviser’s overall responsibilities with respect to the Funds.

 

Generally, the Adviser does not aggregate or “bunch” fixed income securities orders. The Adviser may, at its discretion, aggregate or bunch orders in the same fixed income securities for all accounts, provided that no account is favored over any other participating account, in an effort to obtain best execution at the best price available. In some cases, this system could have a detrimental effect on the price or volume of the security as far as each account is concerned. In other cases, however, the ability of the accounts to participate in volume transactions will produce better executions for each account. It is the Adviser’s policy to allocate investment opportunities among all accounts in a fair and equitable manner that does not systematically favor one account over any other, by providing buy and sell opportunities to all accounts.

 

No Fund effects brokerage transactions in its portfolio securities with any broker-dealer affiliated directly or indirectly with the Adviser or the Distributor unless such transactions, including the frequency thereof, the receipt of

 

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commissions payable in connection therewith, and the selection of the affiliated broker-dealer effecting such transactions, are not unfair or unreasonable to the shareholders of the Fund, as determined by the Board. Any transactions with an affiliated broker-dealer must be on terms that are both at least as favorable to the Fund as such Fund can obtain elsewhere and at least as favorable as such affiliated broker-dealer normally gives to others.

 

Description of the Trust’s Shares

 

The Trust may issue an unlimited number of full Shares of beneficial interest of each Fund, with a par value of $0.00000001, and divide or combine the Shares of any series into a greater or lesser number of Shares of that Fund without thereby changing the proportionate beneficial interests in that Fund. Each Share represents an equal proportionate interest in the assets and liabilities of the Fund and has identical voting, dividend, redemption, liquidation and other rights and preferences as the other Shares of the Fund.

 

If a Fund does not grow to a size to permit it to be economically viable, the Fund may cease operations. In such an event, shareholders may be required to liquidate or transfer their Shares at an inopportune time and shareholders may lose money on their investment.

 

Shares of Beneficial Interest

 

Each share of beneficial interest of the Funds is fully paid, non-assessable, and transferable. Shares may be issued as either full or fractional shares. Fractional shares have pro rata the same rights and privileges as full shares. Shares of the Funds have no preemptive or conversion rights.

 

Each share of the Funds has one vote. On some issues, such as the election of Trustees, all shares of the Funds vote together as one series. The shares do not have cumulative voting rights. Consequently, the holders of more than 50% of the shares voting for the election of Trustees are able to elect all of the Trustees if they choose to do so. On issues affecting only a particular Fund or class, the shares of that Fund or class will vote as a separate series. Examples of such issues would be proposals to alter a fundamental investment restriction pertaining to a Fund or to approve, disapprove or alter a distribution plan pertaining to a class.

 

The Bylaws of FAF provide that annual shareholders’ meetings are not required and that meetings of shareholders need be held only with such frequency as required under Massachusetts law and the 1940 Act.

 

As of [______], the Trustees and officers of FAF as a group owned less than one percent of each Fund’s predecessor fund’s outstanding shares, and set forth below are the name and address of any person (a "principal shareholder") who owned of record or beneficially 5% or more of any class of outstanding shares of each Fund’s predecessor fund and their percentage of ownership. Also set forth below are the name and address of any person (a "control person") who owned of record or beneficially either directly or through controlled companies more than 25% of the voting securities of each Fund’s predecessor fund or who acknowledges or asserts the existence of control. Control persons may be able to determine or significantly influence the outcome of matters submitted to a shareholder vote.

 

  Class A Class D Class P Class T Class U Class V Class X Class Y Class Z
Government Obligations Fund                  
Institutional Prime Obligations Fund                  
Retail Prime Obligations Fund                  
Retail Tax Free Obligations Fund                  
Treasury Obligations Fund                  
U.S. Treasury Money Market Fund                  

 

Restrictions on Holding or Disposing of Shares

 

Shares are redeemable only as described in the prospectus. The Funds may be terminated by reorganization into another open-end fund or by liquidation and distribution of their assets. Unless terminated by reorganization or liquidation, the Funds will continue indefinitely.

 

Shareholder Liability

 

The Trust is organized as a business trust under Massachusetts law. Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of the Trust. However, the Trust’s Declaration of Trust disclaims any shareholder liability for acts or obligations of the Funds and the Trust and requires that notice of such disclaimer be given in each agreement, obligation, or instrument entered into or executed by a Fund or the Trustees. The Declaration of Trust provides for indemnification out of Fund property for all loss and expense of any shareholder held personally liable for the obligations of a Fund. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances (which are considered remote) in which a Fund would be unable to meet its obligations and the disclaimer was inoperative. The risk of a Fund incurring financial loss on account of another series of the Trust also is believed to be remote, because it would be limited to circumstances in which the disclaimer was inoperative and the other series of the Trust was unable to meet its obligations.

 

Dividend Rights

 

The shareholders of a Fund are entitled to receive any dividends or other distributions declared for the Fund. No shares have priority or preference over any other shares of the Funds with respect to distributions. Distributions will be made from the assets of the Funds, and will be paid pro rata to all shareholders of each Fund according to the number of shares of each Fund held by shareholders on the record date.

 

Voting Rights and Shareholder Meetings

 

Shareholders have the power to vote only as expressly granted under the 1940 Act or under Massachusetts business trust law. Each whole share (or fractional share) outstanding on the record date shall be entitled to a number of votes on any matter on which it is entitled to vote equal to the net asset value of the share (or fractional share) in U.S. dollars determined at the close of business on the record date (for example, a share having a net asset value of $1.00 would be entitled to 1 vote).

 

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Shareholders have no independent right to vote on any matter, including the creation, operation, dissolution or termination of the Trust. Shareholders have the right to vote on other matters only as the Board authorizes. Currently, the 1940 Act requires that shareholders have the right to vote, under certain circumstances, to: (i) elect Trustees; (ii) approve investment advisory agreements; (iii) approve a change in subclassification of a Fund; (iv) approve any change in fundamental investment policies; (v) approve a distribution plan under Rule 12b-1 under the 1940 Act; and (vi) to terminate the independent accountant. With respect to matters that affect one class but not another, shareholders vote as a class; for example, the approval of a distribution plan applicable to that class is voted on by holders of that class of shares. Subject to the foregoing, all shares of the Trust have equal voting rights and will be voted in the aggregate, and not by Fund, except where voting by Fund is required by law or where the matter involved only affects one Fund. For example, a change in a Fund’s fundamental investment policy affects only one Fund and would be voted upon only by shareholders of the Fund involved.

 

Additionally, approval of an investment advisory agreement is a matter to be determined separately by each Fund. Approval by the shareholders of one Fund is effective as to that Fund whether or not sufficient votes are received from the shareholders of the other series to approve the proposal as to those Funds. Shareholders are entitled to one vote for each whole share held on matters on which they are entitled to vote. Fund shareholders do not have cumulative voting rights. The Trust is not required to hold, and has no present intention of holding, annual meetings of shareholders. Special meetings may be called for certain purposes.

 

Liquidation Rights

 

In the event of the liquidation or dissolution of the Trust or a Fund, all shares have equal rights and shareholders of a Fund are entitled to a proportionate share of the assets of the Fund that are available for distribution and to a distribution of any general assets not attributable to a particular Fund that are available for distribution in such manner and on such basis as the Board may determine.

 

Preemptive Rights

 

There are no preemptive rights associated with Fund shares.

 

Conduct of the Trust’s Business

 

Forum Selection.

 

The Trust’s Bylaws provide that the sole and exclusive forums for any shareholder (including a beneficial owner of shares) to bring (i) any action or proceeding brought on behalf of the Trust, (ii) any action asserting a claim for breach of a fiduciary duty owed by any Trustee, officer or employee, if any, of the Trust to the Trust or the Trust’s shareholders, (iii) any action asserting a claim against the Trust or any of its Trustees, officers or employees arising pursuant to any provision of the statutory or common law of the state in which the Trust is organized or any federal securities law, in each case as amended from time to time, or the Trust’s Trust Instrument or Bylaws, or (iv) any action asserting a claim governed by the internal affairs doctrine shall be within the federal or state courts in the state in which the Trust is organized.

 

This forum selection provision may limit a shareholder’s ability to bring a claim in a judicial forum that the shareholder finds favorable for disputes with a Trust and/or any of its Trustees, officers, employees or service providers. If a court were to find the forum selection provision contained in the Bylaws to be inapplicable or unenforceable in an action, the Trust may incur additional costs associated with resolving such action in other jurisdictions.

 

Derivative and Direct Claims of Shareholders.

 

The Trust’s Bylaws contain provisions regarding derivative and direct claims of shareholders. As used in the Bylaws, a “direct” shareholder claim refers to (i) a claim based upon alleged violations of a shareholder’s individual rights independent of any harm to the Trust, including a shareholder’s voting rights under the Bylaws; rights to

 

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receive a dividend payment as may be declared from time to time; rights to inspect books and records; or other similar rights personal to the shareholder and independent of any harm to the Trust; and (ii) a claim for which a direct shareholder action is expressly provided under the U.S. federal securities laws. Any other claim asserted by a shareholder, including without limitation any claims purporting to be brought on behalf of the Trust or involving any alleged harm to the Trust, is considered a “derivative” claim as used in the Bylaws. A "derivative" claim does not include any derivative or other claim arising under the U.S. federal securities laws.

 

A shareholder may not bring or maintain any court action or other proceeding asserting a derivative claim or any claim asserted on behalf of the Trust or involving any alleged harm to the Trust without first making demand on the Trustees requesting the Trustees to bring or maintain such action, proceeding or claim, and such demand shall not be excused under any circumstances, including claims of alleged interest on the part of the Trustees, unless the shareholder makes a specific showing that irreparable nonmonetary injury to the Trust would otherwise result.

 

The Trustees shall consider any demand or request within 90 days of its receipt by the Trust or inform claimants within such time that further review and consideration is required, in which case the Trustees shall have an additional 120 days to respond. In their sole discretion, the Trustees may submit the matter to a vote of shareholders of the Trust or of any series or class of shares, as appropriate. Any decision by the Trustees to settle or to authorize (or not to settle or to authorize) such court action, proceeding or claim, or to submit the matter to a vote of shareholders, shall be binding upon the shareholder seeking authorization.

 

Any person purchasing or otherwise holding any interest in shares of beneficial interest of the Trust will be deemed to have notice of and consented to the foregoing provisions. These provisions may limit a shareholder’s ability to bring a claim against the Trustees, officers or other employees of the Trust and/or its service providers.

 

Net Asset Value and Public Offering Price

 

The public offering price of the shares of a Fund generally equals the Fund’s net asset value. The net asset value per share of a Fund is calculated on each day the Fund is open for business at the time or times indicated in the Fund’s Prospectus. The net asset value may be calculated early on any business day when the bond markets close early (typically on the business day preceding a Federal holiday). The Funds are generally open for business each day that the Federal Reserve Bank of New York (the “Federal Reserve”) is open, except as noted below. In addition to weekends, the Federal Reserve is closed on the following Federal holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Juneteenth National Independence Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. A Fund may close when the Federal Reserve is open and the NYSE is closed, such as Good Friday.

 

Valuation of Portfolio Securities

 

With the exception of Institutional Prime Obligations Fund, the Funds’ portfolio securities are valued on the basis of the amortized cost method of valuation. This involves valuing an instrument at its cost and thereafter assuming a constant amortization to maturity of any discount or premium, regardless of the impact of fluctuating interest rates on the market value of the instrument. While this method provides certainty in valuation, it may result in periods during which value, as determined by amortized cost, is higher or lower than the price a Fund would receive if it sold the instrument. During periods of declining interest rates, the daily yield on shares of a Fund computed as described above may tend to be higher than a like computation made by a fund with identical investments utilizing a method of valuation based upon market prices and estimates of market prices for all of its portfolio instruments. Thus,

 

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if the use of amortized cost by a Fund resulted in a lower aggregate portfolio value on a particular day, a prospective investor in the Fund would be able to obtain a somewhat higher yield than would result from investment in a fund utilizing solely market values, and existing investors in the Fund would receive less investment income. The converse would apply in a period of rising interest rates.

 

With the exception of Institutional Prime Obligations Fund, the valuation of the Funds’ portfolio instruments based upon their amortized cost and the concomitant maintenance of each Fund’s per share net asset value of $1.00 is permitted in accordance with Rule 2a-7, under which each Fund must adhere to certain conditions, including the conditions described above under “Investment Restrictions – Additional Restrictions.” With the exception of Institutional Prime Obligations Fund, it is the normal practice of the Funds to hold portfolio securities to maturity and realize par unless such sale or other disposition is mandated by redemption requirements or other extraordinary circumstances. The Board must establish procedures designed to stabilize, to the extent reasonably possible, each Fund’s price per share as computed for the purpose of sales and redemptions at a single value. It is the intention of each Fund other than Institutional Prime Obligations Fund to maintain a per share net asset value of $1.00. Such procedures will include review of each Fund’s portfolio holdings at such intervals as the Board may deem appropriate, to determine whether the Fund’s net asset value calculated by using available market quotations deviates from $1.00 per share and, if so, whether such deviation may result in material dilution or is otherwise unfair to existing shareholders. In the event the Board determines that a deviation which may have such a result exists, they will take such corrective action as they regard as necessary and appropriate.

 

Taxes

 

Each Fund intends to qualify and to elect to be treated each year as a regulated investment company under Subchapter M of the Internal Revenue Code (the “Code”). If so qualified, each Fund will not be liable for federal income taxes to the extent it distributes its taxable income to its shareholders.

 

Each Fund expects to distribute net realized capital gains (if any) once each year, although it may distribute them more frequently if, for each Fund other than Institutional Prime Obligations Fund, it is necessary in order to maintain a Fund’s net asset value at $1.00 per share. Distributions of net investment income and net short-term capital gains are taxable to investors as ordinary income.

 

In the case of the Institutional Prime Obligations Fund, because the Fund has a floating NAV, a sale of Fund shares may result in a capital gain or loss for you. In addition, if one of the other funds were not able to maintain a stable NAV, or were to impose a liquidity fee, redeeming shares of that fund would likely cause you to recognize a capital loss or gain. When you sell your shares of Institutional Prime Obligations Fund, or another fund if it were unable to maintain a stable NAV or impose a liquidity fee , you will generally recognize a capital gain or loss in an amount equal to the difference between your adjusted tax basis in the shares and the amount received. Capital losses in any year are deductible only to the extent of capital gains, plus, in the case of a non-corporate taxpayer, generally $3,000 of income. Certain other special tax rules may apply to your capital gains or losses on Fund shares.

 

The IRS has issued final regulations that permit a simplified method of accounting for gains and losses realized upon the disposition of shares of a regulated investment company that is a money market fund, including as a result of the imposition of a liquidity fee. Very generally, rather than realizing gain or loss upon each redemption of a share, a shareholder of a money market fund using such method of accounting will recognize gain or loss with respect to such a Fund’s shares for a given computation period (the shareholder’s taxable year or shorter period selected by the shareholder) equal to the value of all the Fund shares held by the shareholder on the last day of the computation period, less the value of all Fund shares held by the shareholder on the last day of the preceding computation period, less the shareholder’s net investment in the Fund (generally, purchases minus redemptions) made during the computation period.

 

Under the Code, each Fund is required to withhold a percentage of reportable payments (including dividends, capital gain distributions, if any, and redemptions) paid to certain shareholders who have not certified that (i) the social security number or taxpayer identification number supplied by them is correct and (ii) they are not subject to backup withholding because of previous under reporting to the IRS. These backup withholding requirements generally do not apply to shareholders that are corporations or governmental units or certain tax-exempt organizations.

 

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Shareholders of a Fund are urged to consult their own tax advisors regarding their investment in the Fund.

 

Special Considerations for Retail Tax Free Obligations Fund

 

Under the Code, interest on indebtedness incurred by shareholders to purchase or carry shares of an investment company paying exempt-interest dividends, such as Retail Tax Free Obligations Fund, will not be deductible for federal income tax purposes. Indebtedness may be allocated to shares of Retail Tax Free Obligations Fund even though not directly traceable to the purchase of such shares. Federal tax law also restricts the deductibility of other expenses allocable to shares of Retail Tax Free Obligations Fund.

 

For shareholders who are or may become recipients of Social Security benefits, exempt-interest dividends are includable in computing “modified adjusted gross income” for purposes of determining the amount of Social Security benefits, if any, that is required to be included in gross income. The maximum amount of Social Security benefits includable in gross income is 85%.

 

The Code imposes requirements on certain tax-exempt bonds which, if not satisfied, could result in loss of tax-exemption for interest on such bonds, even retroactively to the date of issuance of the bonds. Proposals may be introduced before Congress in the future, the purpose of which will be to further restrict or eliminate the federal income tax exemption for certain tax-exempt securities. Retail Tax Free Obligations Fund cannot predict what additional legislation may be enacted that may affect shareholders. The Fund will avoid investment in such tax-exempt securities which, in the opinion of the Adviser, pose a material risk of the loss of tax exemption. Further, if such tax-exempt security in the Fund’s portfolio loses its exempt status, the Fund will make every effort to dispose of such investment on terms that are not detrimental to the Fund.

 

Additional Information about Purchasing and Redeeming Shares

 

Under certain circumstances, if no activity occurs in an account within a time period specified by state law, your shares in the funds may be transferred to that state.

Additional Charges

 

Investment professionals or financial institutions may charge their customers a processing or service fee in connection with the purchase or redemption of Fund shares. The amount and applicability of such a fee is determined and disclosed to its customers by each individual investment professional or financial institution. Processing or service fees typically are fixed, nominal dollar amounts and are in addition to the sales and other charges described in the Prospectuses and this SAI. Your investment professional or financial institution will provide you with specific information about any processing or service fee you will be charged.

 

Receipt of Orders by Financial Intermediaries

 

The Funds, other than Institutional Prime Obligations Fund, have authorized one or more Intermediaries to receive purchase and redemption orders on the Funds’ behalf. Intermediaries are authorized to designate other intermediaries to receive purchase and redemption orders on the Funds’ behalf. Except for Institutional Prime Obligations Fund, a Fund will be deemed to have received a purchase or redemption order when an authorized Intermediary or, if applicable, an Intermediary’s authorized designee, receives the order.

 

For Institutional Prime Obligations Fund, the Fund will be deemed to have received a purchase or redemption order once the order is accepted in proper form by the Fund’s transfer agent and the order will be priced at the Fund’s current NAV next determined after it is accepted by the transfer agent.

 

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Redeeming Shares by Telephone

 

A shareholder may redeem shares of a Fund, if he or she elects the privilege on the initial shareholder application, by calling his or her financial institution to request the redemption. Pursuant to instructions received from the financial institution, redemptions will be made by check, by wire transfer or, if available, by ACH transaction.

 

Shareholders who did not purchase their shares through a financial institution may redeem Fund shares by telephoning 800 677-3863. At the shareholder’s request, redemption proceeds will be paid by check and mailed to the shareholder’s address of record, or ACH (if available) or wire transferred to the shareholder’s account at a domestic commercial bank that is a member of the Federal Reserve System, normally within one business day, but in no event longer than seven days after the request. ACH and wire instructions must be previously established in the account or provided in writing. The minimum amount for a wire transfer is $1,000. If at any time a Fund determines it necessary to terminate or modify this method of redemption, shareholders will be promptly notified.

 

In the event of drastic economic or market changes, a shareholder may experience difficulty in redeeming shares by telephone. If this should occur, another method of redemption should be considered. Neither the Administrator nor any Fund will be responsible for any loss, liability, cost or expense for acting upon wire transfer instructions or telephone instructions that they reasonably believe to be genuine. The Administrator and the Funds will each employ reasonable procedures to confirm that instructions communicated are genuine. These procedures may include recording of telephone conversations. To ensure authenticity of redemption or exchange instructions received by telephone, the Administrator examines each shareholder request by verifying the account number and/or tax identification number at the time such request is made. The Administrator subsequently sends confirmation of both exchange sales and exchange purchases to the shareholder for verification. If reasonable procedures are not employed, the Administrator and the Funds may be liable for any losses due to unauthorized or fraudulent telephone transactions.

 

Redeeming Shares by Mail

 

Shareholders may redeem Fund shares by sending a written request to their investment professional, their financial institution, or the Funds. The written request should include the shareholder’s name, the Fund name, the account number, and the share or dollar amount requested to be redeemed, and should be signed exactly as the shares are registered. Shareholders should call the Funds, shareholder servicing agent or financial institution for assistance in redeeming by mail. A check for redemption proceeds normally is mailed within one business day, but in no event more than seven business days, after receipt of a proper written redemption request.

 

Shareholders requesting a redemption of $50,000 or more, a redemption of any amount to be sent to an address other than that on record with the Funds, or a redemption payable other than to the shareholder of record, must have signatures on written redemption requests guaranteed by:

 

●a trust company or commercial bank, the deposits of which are insured by the Deposit Insurance Fund, which is administered by the FDIC;

 

●a member firm of the New York, NYSE MKT, Boston, Midwest, or Pacific Stock Exchanges or the Financial Industry Regulatory Authority;

 

●a savings bank or savings and loan association the deposits of which are insured by the Deposit Insurance Fund, which is administered by the FDIC; or

 

●any other “eligible guarantor institution,” as defined in the Securities Exchange Act of 1934.

 

The Funds do not accept signatures guaranteed by a notary public.

 

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The Funds and the Transfer Agent have adopted standards for accepting signature guarantees from the above institutions. The Funds may elect in the future to limit eligible signature guarantees to institutions that are members of a signature guarantee program. The Funds and the Transfer Agent reserve the right to amend these standards at any time without notice.

 

Redeeming Shares by Checking Account – Class A Shares Only

 

At the shareholder’s request, the Transfer Agent will establish a checking account for redeeming Fund shares for Government Obligations Fund, Treasury Obligations Fund, Retail Prime Obligations Fund, Retail Tax Free Obligations Fund and U.S. Treasury Money Market Fund. With a Fund checking account, shares may be redeemed simply by writing a check for $100 or more, unless your investment professional or financial institution requires a higher minimum. The redemption will be made at the net asset value next calculated after the Transfer Agent receives the request for payment on the check. A check may not be written to close an account. Checks should never be sent to the Transfer Agent to redeem shares. Copies of canceled checks are available upon request. A fee is charged for this service. For further information, contact the Funds.

 

Redemption before Purchase Instruments Clear

 

When shares are purchased by check or with funds transferred through the Automated Clearing House, the proceeds of redemption of those shares are not available until the Transfer Agent is reasonably certain that the purchase payment has cleared, which could take up to 15 calendar days from the purchase date.

 

Exchanging Shares among Fund Families

 

The Funds are offered as money market exchange vehicles for certain other mutual fund families that have entered into agreements with the Funds’ distributor or transfer agent. If you are using one of the Funds as such an exchange vehicle, you may exchange your shares only for shares of the funds in that other mutual fund family; you may not exchange your shares for shares of another Fund. You may be assessed certain transactional or service fees by your original mutual fund family in connection with any such exchange. In addition, you may be subject to the CDSC schedules, if any, of such fund family.

 

Research Requests

 

The Funds reserve the right, upon notice, to charge you a fee to cover the costs of special requests for information that require extensive research or employee resources. Such requests could include a request for historical account transcripts or the retrieval of a significant number of documents.

 

Financial Statements

 

Although the Funds have not commenced operations as of the date of this Statement of Additional Information, as a result of the Reorganization anticipated to occur on or about [                ], the Financial Highlights information presented for the Funds is the financial history of each Fund’s respective predecessor fund. As such, the financial statements of FAF Inc. included in its Annual Report to shareholders for the fiscal period ended August 31, 202 1 , are incorporated herein by reference.

 

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FIRST AMERICAN FUNDS TRUST

 

Part C – Other Information.

 

Item 28. Exhibits

 

The following Exhibits are filed as part of the Registrant’s Registration Statement:

 

(a) (1) Declaration of Trust dated October 12, 2021 (Incorporated by reference to Exhibit (a) to the initial registration statement on Form N-1A, filed on October 27, 2021 (File Nos. 333-260527, 811-23751)).
     
  (2) Amendment No. 1 to the Declaration of Trust dated November 4, 2021 (Incorporated by reference to Exhibit (1)(b) to Registration Statement of Registrant on Form N-14, filed on November 18, 2021 (File No. 333-261189)).
     
(b)   By-Laws (Incorporated by reference to Exhibit (b) to the initial registration statement on Form N-1A, filed on October 27, 2021 (File Nos. 333-260527, 811-23751)).
     
(c)   Not Applicable.
     
(d) (1) Investment Advisory Contract between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021 – Filed herewith.
     
  (2) Expense Limitation Agreement between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021. – Filed herewith.
     
(e) (1)  Distribution Agreement between the Registrant, Quasar Distributors, LLC, and U.S. Bancorp Asset Management, Inc. dated December 21, 2021 – Filed herewith.
     
   (2)       Form of Dealer Agreement – Filed herewith.
     
(f)   Not Applicable.
     
(g) (1) Custody Agreement between the Registrant and U.S. Bank National Association dated November 15, 2021 – Filed herewith.
     
(h) (1) Administration Agreement between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021 – Filed herewith.
     
  (2) Sub-Administration Agreement between U.S. Bancorp Asset Management, Inc., and U.S. Bancorp Fund Services, LLC dated November 15, 2021 – Filed herewith.
     
  (3) Transfer Agent and Shareholder Servicing Agreement between the Registrant, U.S. Bancorp Fund Services, LLC, and U.S. Bancorp Asset Management, Inc. dated November 15, 2021 – Filed herewith.
     
  (4) Shareholder Service Plan and Agreement between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021 – Filed herewith.
     
(i)   Opinion and Consent of Ropes & Gray LLP.*
     
(j)   Consent of Independent Registered Public Accounting Firm – Filed herewith.
     
(k)   Not Applicable.
     
(l)   Initial Capital Agreement.*

 

 

 

 

(m) (1) Distribution and Service Plan – Filed herewith.
     
  (2) Form of Rule 12b-1 Fee Agreement – Filed herewith.
     
(n)   Multiple Class Plan Pursuant to Rule 18f-3 – Filed herewith.
     
(o)   Reserved.
     
(p) (1)  First American Funds Trust Code of Ethics adopted under Rule 17j-1 of the Investment Company Act of 1940 and Section 406 of the Sarbanes-Oxley Act – Filed herewith.
     
  (2) U.S. Bancorp Asset Management, Inc. Code of Ethics adopted under Rule 17j-1 of the Investment Company Act of 1940 – Filed herewith.
     
 (q)   Other Exhibits: Power of Attorney – Filed herewith.

 

 
  * To be filed by amendment.

 

Item 29. Persons Controlled by or Under Common Control with Registrant.
   
  No such persons.
 
Item 30. Indemnification.
   
 

Article Five of the Bylaws of Registrant provides that Registrant shall indemnify each of its trustees and officers (including persons who serve at Registrant’s request as directors, officers or trustees of another organization in which Registrant has any interest as a shareholder, creditor or otherwise) who are not employees or officers of any investment adviser to Registrant or any affiliated person thereof and its chief compliance officer, regardless of whether such person is an employee or officer of any investment adviser to Registrant or any affiliated person thereof, and each of its other trustees and officers (including persons who serve at Registrant’s request as directors, officers or trustees of another organization in which Registrant has any interest as a shareholder, creditor or otherwise) (i.e., those who are employees or officers of any investment adviser to Registrant or any affiliated person thereof) (Covered Persons), to the fullest extent authorized by applicable law against all liabilities and expenses in connection with the defense or disposition of any proceeding in which such Covered Person may be or may have been involved or with which such Covered Person may be or may have been threatened, while in office or thereafter, by reason of any alleged act or omission as a trustee or officer or by reason of his or her being or having been such a Covered Person, all as more fully set forth in the Bylaws, which are filed as an exhibit to the registration statement.

 

Section 17(h) of the Investment Company Act of 1940 (1940 Act) provides that no instrument pursuant to which Registrant is organized or administered shall contain any provision which protects or purports to protect any trustee or officer of Registrant against any liability to Registrant or its shareholders to which he or she would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.

 

The Registrant’s Declaration of Trust provides that nothing in the Declaration of Trust shall protect any trustee or officer against any liabilities to the Registrant or its shareholders to which he or she would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office or position with or on behalf of the Registrant and the Registrant’s Bylaws provides that no indemnification will be made in violation of the provisions of the 1940 Act.

 

 

 

 

 

The Registrant may be party to other contracts that include indemnification provisions for the benefit of the Registrant’s trustees and officers.

 

The trustees and officers of the Registrant and the personnel of the Registrant’s investment adviser are insured under an errors and omissions liability insurance policy. Registrant’s investment adviser, U.S. Bancorp Asset Management, Inc., maintains investment advisory professional liability insurance to insure it, for the benefit of Registrant and its non-interested trustees, against loss arising out of any effort, omission, or breach of any duty owed to Registrant or any series of Registrant by U.S. Bancorp Asset Management, Inc.

 

Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the 1933 Act) may be permitted to trustees, officers and controlling persons of the Registrant by the Registrant pursuant to the Registrant’s organizational instruments or otherwise, the Registrant is aware that in the opinion of the Securities and Exchange Commission (SEC), such indemnification is against public policy as expressed in the 1933 Act and, therefore, is unenforceable.

 

Item 31. Business and Other Connections of Investment Adviser.
   
    Information on the business of the Registrant’s investment adviser, U.S. Bancorp Asset Management, Inc. (the “Manager”), is described in the section of each series’ Statement of Additional Information, filed as part of this Registration Statement, entitled “Investment Advisory and Other Services.” The directors and officers of the Manager are listed below, together with their principal occupation or other positions of a substantial nature during the past two fiscal years.

 

  Name and Address Principal Occupation(s) During the Past Two Years
  Eric J. Thole
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Chief Executive Officer and President, U.S. Bancorp Asset Management, Inc.; Director, U.S. Bancorp Asset Management, Inc.; President, FAF
  James D. Palmer
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Chief Investment Officer, U.S. Bancorp Asset Management, Inc.; Director, U.S. Bancorp Asset Management, Inc.; Vice President, FAF
  Richard J. Ertel
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Director, Chief Counsel and Secretary, U.S. Bancorp Asset Management, Inc.; Secretary, FAF
  Jill M. Stevenson
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Head of Operations and Mutual Funds Treasurer, U.S. Bancorp Asset Management, Inc.; Treasurer, FAF
  Kenneth L. Delecki
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Head of Securities Lending, U.S. Bancorp Asset Management, Inc.
  Scott F. Cloutier
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Senior Corporate Counsel, U.S. Bancorp Asset Management, Inc.; Assistant Secretary, FAF
  Alyssa A. Bentz
U.S. Bancorp Asset Management, Inc.
800 Nicollet Mall
Minneapolis, MN 55402
Chief Compliance Officer, U.S. Bancorp Asset Management, Inc. since July 2021; prior thereto, Compliance Manager, U.S. Bancorp Asset Management, Inc. Chief Compliance Officer, FAF

 

 

 

 

Item 32. Principal Underwriters.

 

(a)Registrant’s distributor, Quasar Distributors, LLC (the “Distributor”) acts as principal underwriter and distributor for the following investment companies:

 

 

AAF First Priority CLO Bond ETF, Series of Listed Funds Trust

 

Great Lakes Bond Fund, Series of Managed Portfolio Series

 

PIA Short-Term Securities Fund, Series of Advisors Series Trust

 

 

AAM Low Duration Preferred and Income Securities ETF, Series of ETF Series Solutions

 

Great Lakes Disciplined Equity Fund, Series of Managed Portfolio Series

 

Poplar Forest Cornerstone Fund, Series of Advisors Series Trust

 

 

AAM S&P 500 Emerging Markets High Dividend Value ETF, Series of ETF Series Solutions

 

Great Lakes Large Cap Value Fund, Series of Managed Portfolio Series

 

Poplar Forest Partners Fund, Series of Advisors Series Trust

 

 

AAM S&P 500 High Dividend Value ETF, Series of ETF Series Solutions

 

Great Lakes Small Cap Opportunity Fund, Series of Managed Portfolio Series

 

Port Street Quality Growth Fund, Series of Managed Portfolio Series

 

 

AAM S&P Developed Markets High Dividend Value ETF, Series of ETF Series Solutions

 

Greenspring Fund, Incorporated

 

Premise Capital Diversified Tactical ETF, Series of ETF Series Solutions

 

 

Aasgard Small & Mid Cap Fund, Series of Advisors Series Trust

 

Harding, Loevner Funds, Inc.

 

Principal Street High Income Municipal Fund, Series of Managed Portfolio Series

 

 

Abbey Capital Futures Strategy Fund, Series of RBB Fund, Inc.

 

Hardman Johnston International Growth Fund, Series of Manager Directed Portfolios

 

Procure ETF Trust II

 

 

Abbey Capital Multi-Asset Fund, Series of RBB Fund, Inc.

 

Hennessy Funds Trust

 

Professionally Managed Portfolios

 

 

Adara Smaller Companies Fund, Series of RBB Fund, Inc.

 

Hood River Small-Cap Growth Fund, Series of Manager Directed Portfolios

 

Prospector Funds, Inc.

 

 

AI Powered International Equity ETF, Series of ETF Series Solutions

 

Horizon Funds

 

Provident Mutual Funds, Inc.

 

 

Allied Asset Advisors Funds

 

Hotchkis & Wiley Funds

 

Pzena Emerging Markets Value Fund, Series of Advisors Series Trust

 

 

 

 

 

       
 

Alpha Architect ETF Trust

 

Hoya Capital Housing ETF, Series of ETF Series Solutions

 

Pzena International Small Cap Value Fund, Series of Advisors Series Trust

 

 

AlphaClone Alternative Alpha ETF, Series of ETF Series Solutions

 

Huber Large Cap Value Fund, Series of Advisors Series Trust

 

Pzena Mid Cap Value Fund, Series of Advisors Series Trust

 

 

AlphaMark Actively Managed Small Cap ETF, Series of ETF Series Solutions

 

Huber Mid Cap Value Fund, Series of Advisors Series Trust

 

Pzena Small Cap Value Fund, Series of Advisors Series Trust

 

 

American Trust Allegiance Fund, Series of Advisors Series Trust

 

Huber Small Cap Value Fund, Series of Advisors Series Trust

 

RBC Funds Trust

 

 

Angel Oak Funds Trust

 

Huber Select Large Cap Value Fund, Series of Advisors Series Trust

 

Reinhart Genesis PMV Fund, Series of Managed Portfolio Series

 

 

Aptus Collared Income Opportunity ETF, Series of ETF Series Solutions

 

iM DBi Managed Futures Strategy ETF, Series of Manager Directed Portfolios

 

Reinhart Mid Cap PMV Fund, Series of Managed Portfolio Series

 

 

Aptus Defined Risk ETF, Series of ETF Series Solutions

 

iM DBi Hedge Strategy ETF, Series of Manager Directed Portfolios

 

Rockefeller Climate Solutions Fund, Series of Trust for Professional Managers

 

 

Aptus Drawdown Managed Equity ETF, Series of ETF Series Solutions

 

iM Dolan McEniry Corporate Bond Fund, Series of Manager Directed Portfolios

 

Rockefeller Core Taxable Bond Fund, Series of Trust for Professional Managers

 

 

Aquarius International Fund, Series of RBB Fund, Inc.

 

International Drawdown Managed Equity ETF, Series of ETF Series Solutions

 

Rockefeller Equity Allocation Fund, Series of Trust for Professional Managers

 

 

Argent Small Cap Fund, Series of Manager Directed Portfolios

 

Intrepid Capital Management Funds Trust

 

Rockefeller Intermediate Tax Exempt National Bond Fund, Series of Trust for Professional Managers

 

 

ATAC Rotation Fund, Series of Managed Portfolio Series

 

Jackson Square Global Growth Fund, Series of Managed Portfolio Series

 

Rockefeller Intermediate Tax Exempt New York Bond Fund, Series of Trust for Professional Managers

 

 

Barrett Growth Fund, Series of Trust for Professional Managers

 

Jackson Square International Growth Fund, Series of Managed Portfolio Series

 

Scharf Alpha Opportunity Fund, Series of Advisors Series Trust

 

 

 

 

 

       
 

Barrett Opportunity Fund, Inc.

 

Jackson Square Large-Cap Growth Fund, Series of Managed Portfolio Series

 

Scharf Fund, Series of Advisors Series Trust
 

Bogle Small Cap Growth Fund, Series of RBB Fund, Inc.

 

Jackson Square Select 20 Growth Fund, Series of Managed Portfolio Series

 

Scharf Global Opportunity Fund, Series of Advisors Series Trust

 

 

Boston Partners All Cap Value Fund, Series of RBB Fund, Inc.

 

Jackson Square SMID-Cap Growth Fund, Series of Managed Portfolio Series

 

Scharf Multi-Asset Opportunity Fund, Series of Advisors Series Trust

 

 

Boston Partners Emerging Markets Fund, Series of RBB Fund, Inc.

 

Jacob Funds Inc.

 

Securian AM Managed Volatility Equity Fund, Series of Managed Portfolio Series

 

 

Boston Partners Emerging Markets Long/Short Fund, Series of RBB Fund, Inc.

 

Jensen Global Quality Growth Fund, Series of Trust for Professional Managers

 

Securian AM Real Asset Income Fund, Series of Managed Portfolio Series

 

 

Boston Partners Global Equity Advantage Fund, Series of RBB Fund, Inc.

 

Jensen Quality Value Fund, Series of Trust for Professional Managers

 

Semper Brentview Dividend Growth Opportunity Fund, Series of Advisors Series Trust

 

 

Boston Partners Global Equity Fund, Series of RBB Fund, Inc.

 

Kirr, Marbach Partners Funds, Inc.

 

Semper MBS Total Return Fund, Series of Advisors Series Trust

 

 

Boston Partners Global Long/Short Fund, Series of RBB Fund, Inc.

 

LHA Market State Alpha Seeker ETF, Series of ETF Series Solutions

 

Semper Short Duration Fund, Series of Advisors Series Trust

 

 

Boston Partners Long/Short Equity Fund, Series of RBB Fund, Inc.

 

LHA Market State Tactical Beta ETF, Series of ETF Series Solutions

 

Series Portfolios Trust

 

 

Boston Partners Long/Short Research Fund, Series of RBB Fund, Inc.

 

LHA Market State US Tactical ETF, Series of ETF Series Solutions

 

SGI Conservative Fund, Series of RBB Fund, Inc.
 

Boston Partners Small Cap Value II Fund, Series of RBB Fund, Inc.

 

LK Balanced Fund, Series of Managed Portfolio Series

 

SGI Global Equity Fund, Series of RBB Fund, Inc.
  Blue Horizon BNE ETF, Series of ETF Series Solutions

LKCM Funds

 

SGI Peak Growth Fund, Series of RBB Fund, Inc.
 

Bridges Investment Fund, Inc.

 

LoCorr Investment Trust

 

SGI Prudent Growth Fund, Series of RBB Fund, Inc.

 

 

Bright Rock Mid Cap Growth Fund, Series of Trust for Professional Managers

 

Logan Capital International Fund, Series of Advisors Series Trust

 

SGI U.S. Large Cap Equity Fund, Series of RBB Fund, Inc.

 

 

 

 

 

 

Bright Rock Quality Large Cap Fund, Series of Trust for Professional Managers

 

Logan Capital Large Cap Core Fund, Series of Advisors Series Trust

 

SGI U.S. Large Cap Equity VI Portfolio, Series of RBB Fund, Inc.

 

 

Brookfield Investment Funds

 

Logan Capital Large Cap Growth Fund , Series of Advisors Series Trust

 

SGI U.S. Small Cap Equity Fund, Series of RBB Fund, Inc.

 

 

Buffalo Funds

 

Logan Capital Small Cap Growth Fund, Series of Advisors Series Trust

 

Shenkman Capital Floating Rate High Income Fund, Series of Advisors Series Trust

 

 

Campbell Advantage Fund, Series of RBB Fund, Inc.

 

Loncar Cancer Immunotherapy ETF, Series of ETF Series Solutions

 

Shenkman Capital Short Duration High Income Fund, Series of Advisors Series Trust

 

 

Campbell Systematic Macro Fund, Series of RBB Fund, Inc.

 

Loncar China BioPharma ETF, Series of ETF Series Solutions

 

Snow Capital Long/Short Opportunity Fund, Series of Trust for Professional Managers

 

 

Capital Advisors Growth Fund, Series of Advisors Series Trust

 

Lord Asset Management Trust

 

Snow Capital Small Cap Value Fund, Series of Trust for Professional Managers

 

 

CBOE Vest S&P 500 Dividend Aristocrats Target Income ETF, Series of ETF Series Solutions

 

MainGate Trust

 

Terra Firma US Concentrated Realty Fund, Series of Trust for Professional Managers

 

 

Change Finance Diversified Impact US Large Cap Fossil Fuel Free ETF, Series of ETF Series Solutions

 

Marketfield Fund, Series of Trust for Professional Managers

 

The Acquirers Fund, Series of ETF Series Solutions
 

Change Finance ESG International Fossil Fuel Free ETF, Series of ETF Series Solutions

 

Matrix Advisors Funds Trust

 

The Aegis Funds

 

 

Chase Growth Fund, Series of Advisors Series Trust

 

Matrix Advisors Value Fund, Inc.

 

The Glenmede Fund, Inc.

 

  ClearShares OCIO ETF, Series of ETF Series Solutions

MFAM Small-Cap Growth ETF, Series of RBB Fund, Inc.

 

The Glenmede Portfolios

 

 

ClearShares Piton Intermediate Fixed Income Fund, Series of ETF Series Solutions

 

Monetta Trust

 

The GoodHaven Funds Trust

 

 

 

 

 

 

ClearShares Ultra-Short Maturity ETF, Series of ETF Series Solutions

 

Motley Fool 100 Index ETF, Series of RBB Fund, Inc.

 

The Jensen Quality Growth Fund Inc.

 

 

Convergence Long/Short Equity Fund, Series of Trust for Professional Managers

 

Muhlenkamp Fund, Series of Managed Portfolio Series

 

Thompson IM Funds, Inc.

 

 

Convergence Market Neutral Fund, Series of Trust for Professional Managers

 

Nationwide Maximum Diversification US Core Equity ETF, Series of ETF Series Solutions

 

TorrayResolute Small/Mid Cap Growth Fund, Series of Managed Portfolio Series

 

 

Core Alternative ETF, Series of Listed Funds Trust

 

Nationwide Risk-Based International Equity ETF, Series of ETF Series Solutions

 

Tortoise Digital Payments Infrastructure Fund, Series of Managed Portfolio Series

 

 

Cove Street Capital Small Cap Value Fund, Series of Managed Portfolio Series

 

Nationwide Risk-Based US Equity ETF, Series of ETF Series Solutions

 

Tortoise Energy Evolution Fund, Series of Managed Portfolio Series

 

 

CrossingBridge Low Duration High Yield Fund, Series of Trust for Professional Managers

 

Nationwide Risk-Managed Income ETF, Series of ETF Series Solutions

 

Tortoise Global Water ESG Fund, Series of Managed Portfolio Series

 

 

CrossingBridge Responsible Credit Fund, Series of Trust for Professional Managers

 

NETLease Corporate Real Estate ETF, Series of ETF Series Solutions

 

Tortoise MLP & Energy Income Fund, Series of Managed Portfolio Series

 

 

CrossingBridge Ultra-Short Duration Fund, Series of Trust for Professional Managers

 

Nicholas Equity Income Fund, Inc.

 

Tortoise MLP & Energy Infrastructure Fund, Series of Managed Portfolio Series

 

  Cushing® Mutual Funds Trust

Nicholas Fund, Inc.

 

Tortoise MLP & Pipeline Fund, Series of Managed Portfolio Series

 

 

Davidson Multi Cap Equity Fund, Series of Advisors Series Trust

 

Nicholas II, Inc.

 

Tortoise North American Pipeline Fund, Series of Managed Portfolio Series

 

 

Dearborn Partners Rising Dividend Fund, Series of Trust for Professional Managers

 

Nicholas Limited Edition, Inc.

 

TrimTabs ETF Trust

 

  Deep Value ETF, Series of ETF Series Solutions

Nuance Concentrated Value Fund, Series of Managed Portfolio Series

 

Trust for Advised Portfolios

 

 

Distillate International Fundamental Stability & Value ETF, Series of ETF Series Solutions

Nuance Concentrated Value Long Short Fund, Series of Managed Portfolio Series

US Global GO GOLD and Precious Metal Miners ETF, Series of ETF Series Solutions

 

 

 

 

       
 

Distillate US Fundamental Stability & Value ETF, Series of ETF Series Solutions

 

Nuance Mid Cap Value Fund, Series of Managed Portfolio Series

 

US Global JETS ETF, Series of ETF Series Solutions
 

DoubleLine Funds Trust

 

Opus Small Cap Value ETF, Series of ETF Series Solutions

 

US Vegan Climate ETF, Series of ETF Series Solutions
 

Ecofin Digital Payments Infrastructure Fund, Series of Managed Portfolio Series

 

Orinda Income Opportunities Fund, Series of RBB Fund, Inc.

 

USCA Fund Trust

 

 

Ecofin Global Renewables Infrastructure Fund, Series of Managed Portfolio Series

 

O’Shaughnessy Market Leaders Value Fund, Series of Advisors Series Trust

 

USQ Core Real Estate Fund
 

Ecofin Global Water ESG Fund, Series of Managed Portfolio Series

 

Pemberwick Fund, Series of Manager Directed Portfolios

Vert Global Sustainable Real Estate Fund, Series of Manager Directed Portfolios

 

 

Ecofin Tax-Advantaged Social Impact Fund, Inc. (f/k/a Tortoise Tax-Advantaged Social Infrastructure Fund, Inc.)

 

Permanent Portfolio Family of Funds

 

Volshares Large Cap ETF, Series of ETF Series Solutions

 

 

Edgar Lomax Value Fund, Series of Advisors Series Trust

 

Perritt Funds, Inc.

 

Wahed FTSE USA Shariah ETF, Series of Listed Funds Trust

 

 

First American Funds, Inc.

 

PIA BBB Bond Fund, Series of Advisors Series Trust

 

Wall Street EMN Funds Trust

 

 

First Sentier Global Listed Infrastructure Fund, Series of Advisors Series Trust

 

PIA High Yield Fund, Series of Advisors Series Trust

 

Wisconsin Capital Funds, Inc.

 

 

Fort Pitt Capital Total Return Fund, Series of Advisors Series Trust

 

PIA High Yield Managed Account Completion Shares (MACS) Fund, Series of Advisors Series Trust

 

WPG Partners Small/Micro Cap Value Fund, Series of RBB Fund, Inc.

 

 

FundX Investment Trust

 

PIA MBS Bond Fund, Series of Advisors Series Trust

 

YCG Funds

 

(b)The officers of Quasar Distributors, LLC and their positions or offices with the Registrant are identified in the following table. Unless otherwise noted, the business address for each officer is Quasar Distributors, LLC, 111 E. Kilbourn Ave., Suite 2200, Milwaukee, WI 53202.

 

 

 

 

 

  Name Position and Offices
with Underwriter
Position and Offices
with Registrant
  Richard J. Berthy
Three Canal Plaza, Suite 100
Portland, ME 04101
President, Treasurer and Manager None
  Teresa M.K. Cowan Vice President None
  Mark A. Fairbanks
Three Canal Plaza, Suite 100
Portland, ME 04101
Vice President None
  Jennifer K. Divalerio
899 Cassatt Road
400 Berwyn Park, Suite 110
Berwyn, PA 19312
Vice President None
  Jennifer E. Hoopes
Three Canal Plaza, Suite 100
Portland, ME 04101
Secretary None
  Susan L. LaFond Chief Compliance Officer-Distribution Services None
  Jennifer Brunner Chief Compliance Officer-Dealer Clearing Services None

 

  (c) Not applicable.

 

Item 33. Location of Accounts and Records.
   
  All accounts, books, and other documents required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the rules promulgated thereunder are maintained by U.S. Bancorp Asset Management, Inc., 800 Nicollet Mall, Minneapolis, Minnesota, 55402, and U.S. Bancorp Fund Services, LLC, 615 E. Michigan Street, Milwaukee, Wisconsin 53202

 

Item 34. Management Services.
   
  Not applicable.
   
Item 35. Undertakings.
   
  Not applicable.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940, as amended, the Registrant has duly caused this Amendment to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Minneapolis, State of Minnesota, on the 21st day of December, 2021.

 

  FIRST AMERICAN FUNDS TRUST
   
  By: /s/ Eric J. Thole
    Eric J. Thole
President

 

Pursuant to the requirements of the 1933 Act, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

 

Signature Capacity Date
     
Principal Executive Officer: President December 21, 2021
     
    By: /s/ Eric J. Thole    
    Eric J. Thole    
         
Principal Financial and Accounting Officer: Treasurer December 21, 2021
         
    By: /s/ Jill M. Stevenson    
    Jill M. Stevenson    
         
    By: *  Trustee December 21, 2021
    David K. Baumgardner    
         
    By: * Trustee, Chair December 21, 2021
    Mark E. Gaumond    
         
    By: *  Trustee December 21, 2021
    Roger A. Gibson    
         
    By: *  Trustee December 21, 2021
    Jennifer J. McPeek    
         
    By: *  Trustee December 21, 2021
    C. David Myers    
         
    By: *  Trustee December 21, 2021
    P. Kelly Tompkins    

 

* Richard J. Ertel, by signing his name hereto, does herby sign this document on behalf of each of the above-named Trustees of First American Funds Trust pursuant to the powers of attorney duly executed by such persons.

 

    By: /s/ Richard J. Ertel  Attorney-in-Fact December 21, 2021
    Richard J. Ertel    

 

 

 

 

INDEX TO EXHIBITS

 

(d)(1) Investment Advisory Contract between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021.
   
(d)(2) Expense Limitation Agreement between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021.
   
(e)(1) Distribution Agreement between the Registrant, Quasar Distributors, LLC, and U.S. Bancorp Asset Management, Inc. dated December 21, 2021.
   
 (e)(2) Form of Dealer Agreement.
   
(g)(1) Custody Agreement between the Registrant and U.S. Bank National Association dated November 15, 2021.
   
(h)(1) Administration Agreement between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021.
   
(h)(2) Sub-Administration Agreement between U.S. Bancorp Asset Management, Inc., and U.S. Bancorp Fund Services, LLC dated November 15, 2021.
   
(h)(3) Transfer Agent and Shareholder Servicing Agreement between the Registrant, U.S. Bancorp Fund Services, LLC, and U.S. Bancorp Asset Management, Inc. dated November 15, 2021.
   
(h)(4) Shareholder Service Plan and Agreement between the Registrant and U.S. Bancorp Asset Management, Inc. dated November 15, 2021.
   
(j) Consent of Independent Registered Public Accounting Firm.
   
(m)(1) Distribution and Service Plan.
   
(m)(2) Form of Rule 12b-1 Fee Agreement.
   
(n) Multiple Class Plan Pursuant to Rule 18f-3.
   
(p)(1) First American Funds Trust Code of Ethics adopted under Rule 17j-1 of the Investment Company Act of 1940 and Section 406 of the Sarbanes-Oxley Act.
   
(p)(2) U.S. Bancorp Asset Management, Inc. Code of Ethics adopted under Rule 17j-1 of the Investment Company Act of 1940.
   
 (q) Other Exhibits: Power of Attorney.

 

 


Exhibit (d)(1)

 

FIRST AMERICAN FUNDS TRUST

INVESTMENT ADVISORY AGREEMENT

 

This Agreement, made this 15th day of November, 2021, by and between First American Funds Trust, a business trust organized under the laws of the Commonwealth of Massachusetts (the “Trust”), on behalf of each Fund represented by a series of shares of beneficial interest of the Trust that adopts this Agreement (the “Funds”) (the Funds, together with the date each Fund adopts this Agreement, are set forth in Exhibit A hereto, which shall be updated from time to time to reflect additions, deletions or other changes thereto), and U.S. Bancorp Asset Management, Inc., a corporation organized under the laws of the State of Delaware (the “Adviser”).

 

1. The Trust on behalf of the Funds hereby retains the Adviser, and the Adviser hereby agrees to act, as investment adviser for, and to manage the investment of the assets of, the Funds as set forth herein and as further requested by the Board of Trustees of the Trust. In acting hereunder the Adviser shall be an independent contractor and, unless otherwise expressly provided or authorized hereunder or by the Board of Trustees of the Trust, shall have no authority to act for or represent the Trust or any Fund in any way or otherwise be an agent of the Trust or any Fund.

 

2. The Adviser, at its own expense, shall provide the Trust with all necessary office space, personnel and facilities necessary and incident to the performance of the Adviser’s services hereunder. The Adviser shall pay or be responsible for the payment of all compensation to personnel of the Trust and the officers and trustees of the Trust who are affiliated with the Adviser or any entity which controls, is controlled by or is under common control with the Adviser.

 

3. The Adviser shall be responsible only for those expenses expressly stated in paragraph 2 to be the responsibility of the Adviser and shall not be responsible for any other expenses of the Trust or any Fund including, as illustrative and without limitation, fees and charges of any custodian (including charges as custodian and for keeping books and records and similar services to the Trust and the Funds); fees and expenses of trustees, other than trustees described in paragraph 2; fees and expenses of independent auditors, legal counsel, transfer agents, dividend disbursing agents, and registrars; costs of and incident to issuance, redemption and transfer of its shares, and distributions to shareholders (including dividend payments and reinvestment of dividends); brokers’ commissions; interest charges; taxes and corporate fees payable to any government or governmental body or agency (including those incurred on account of the registration or qualification of securities issued by the Trust); dues and other expenses incident to the Trust’s membership in the Investment Company Institute and other like associations; costs of stock certificates, shareholder meetings, corporate reports, and reports and notices to shareholders; and costs of printing, stationery and bookkeeping forms. The Adviser shall be reimbursed by the Trust or the applicable Funds on or before the fifteenth day of each calendar month for all expenses paid or incurred during the preceding calendar month by the Adviser for or on behalf of, or at the request or direction of, the Trust or the applicable Funds which are not the responsibility of the Adviser hereunder.

 

4. The Adviser may utilize the Trust’s distributor or an affiliate of the Adviser as a broker, including as a principal broker, provided that the brokerage transactions and procedures are in accordance with Rule 17e-1 under the Investment Company Act of 1940, as amended (the “Act”), and the then effective Registration Statement of the Trust under the Securities Act of 1933, as amended. All allocation of Fund transactions shall be subject to such policies and supervision as the Trust’s Board of Trustees or any committee thereof deem appropriate and any brokerage policy set forth in the then current Registration Statement of the Trust.

 

5. The Adviser shall see that there are rendered to the Board of Trustees of the Trust such periodic and special reports as the Board of Trustees may reasonably request, including any reports in respect to placement of security transactions for the Funds.

 

6. If, in any fiscal year of a Fund, the sum of such Fund’s expenses (including deferred organizational expenses and investment advisory fees, but excluding taxes, interest, brokerage fees, payments made to the 

 

 

 

 

distributor which are deemed to be made pursuant to Rule 12b-1 under the Act and, where permitted, extraordinary expenses) exceeds the expense limitations applicable to such Fund imposed by state securities administrators, as such limitations may be lowered or raised from time to time, the Adviser shall reimburse such Fund in the amount of such excess; provided, however, that such payment or refund shall be made only out of the advisory fees paid by the Fund to the Adviser during the fiscal year the payment or refund becomes due and shall not exceed such advisory fees unless payment of such excess is required by any applicable state securities administrator and the Adviser agrees to be bound by any such requirement.

 

7. For the services provided and the expenses assumed by the Adviser pursuant to this Agreement, each Fund will pay to the Adviser as full compensation therefor a fee based on the fee schedule set forth in Exhibit A hereto. This fee will be computed based on net assets at the beginning of each day and will be paid to the Adviser monthly on or before the fifteenth day of the month next succeeding the month for which the fee is paid. The fee shall be prorated for any fraction of a fiscal year at the commencement and termination of this Agreement. Anything to the contrary notwithstanding, the Adviser may at any time and from time to time waive any part or all of any fee payable to it pursuant to this Agreement.

 

8. Services of the Adviser herein provided are not to be deemed exclusive, and the Adviser shall be free to render similar services or other services to others so long as its services hereunder shall not be impaired thereby.

 

The Adviser agrees to indemnify the Trust and each Fund with respect to any loss, liability, judgment, cost or penalty which the Trust or any Fund may directly or indirectly suffer or incur in any way arising out of or in connection with any breach of this Agreement by the Adviser.

 

The Adviser shall be liable to the Trust and its shareholders or former shareholders for any negligence or willful misconduct on the part of the Adviser or any of its trustees, officers, employees, representatives or agents in connection with the responsibilities assumed by it hereunder, provided, however, that the Adviser shall not be liable for any investments made by the Adviser in accordance with the explicit or implicit direction of the Board of Trustees of the Trust or the investment objectives and policies of the Trust as set forth in the then current Registration Statement of the Trust, and provided further that any liability of the Adviser resulting from a breach of fiduciary duty with respect to the receipt of compensation for services shall be limited to the period and amount set forth in Section 36(b)(3) of the Act.

 

9. It is understood that the officers, trustees, agents and shareholders of the Trust are or may be interested in the Adviser or the distributor of the Trust as officers, trustees, agents or shareholders and that the officers, trustees, shareholders and agents of the Adviser may be interested in the Trust otherwise than as shareholders.

 

10. The effective date of this Agreement with respect to each Fund shall be the date set forth on Exhibit A hereto, which date shall not precede the date that this Agreement is approved by the vote of the holders of at least a majority of the outstanding shares of such Fund and the vote of the Board of Trustees of the Trust, including the vote of a majority of the trustees who are not parties to this Agreement or “interested persons” (as defined in the Act) of the Adviser or of the Trust, cast at a meeting called for the purpose of voting on such approval.

 

Unless sooner terminated as hereinafter provided, this Agreement shall continue in effect with respect to each Fund for a period of more than two years from the date of its execution but only as long as such continuance is specifically approved at least annually by (a) the Board of Trustees of the Trust or by the vote of a majority of the outstanding shares of the applicable Fund and (b) the vote of a majority of the trustees, who are not parties to this Agreement or “interested persons” (as defined in the Act) of the Adviser or of the Trust, cast at a meeting called for the purpose of voting on such approval.

 

11. This Agreement may be terminated with respect to any Fund at any time, without the payment of any penalty, by the Board of Trustees of the Trust or by the vote of a majority of the outstanding shares of such Fund, or by the Adviser, upon 60 days’ written notice to the other party. 

 

 

 

 

This Agreement shall automatically terminate in the event of its “assignment” (as defined in the Act), provided, however, that such automatic termination shall be prevented in a particular case by an order of exemption from the Securities and Exchange Commission or a no-action letter of the staff of the Commission to the effect that such assignment does not require termination as a statutory or regulatory matter.

 

12. This Agreement may be modified by mutual consent, such consent as to any Fund only to be authorized by a majority of the trustees who are not parties to this Agreement or “interested persons” (as defined in the Act) of the Adviser or of the Trust and the vote of a majority of the outstanding shares of such Fund.

 

13. Wherever referred to in this Agreement, the vote or approval of the holders of a majority of the outstanding shares of a Fund shall mean the lesser of (a) the vote of 67% or more of the shares of such Fund represented at a meeting where more than 50% of the outstanding shares are present or represented by proxy, or (b) the vote of more than 50% of the outstanding shares of such Fund.

 

14. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder shall not be thereby affected.

 

15. Any notice under this Agreement shall be in writing, addressed, delivered or mailed, postage prepaid, to the other party at such address as such other party may designate in writing for receipt of such notice.

 

16. The internal law, and not the law of conflicts, of the Commonwealth of Massachusetts will govern all questions concerning the construction, validity and interpretation of this Agreement and the performance of the obligations imposed by this Agreement.

 

17. This Agreement, including its exhibits, constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous agreements, representations and understandings of the parties.

 

IN WITNESS WHEREOF, the Trust and the Adviser have caused this Agreement to be executed by their duly authorized officers as of the day and year first above written.

 

 

FIRST AMERICAN FUNDS TRUST

 

 

 

 

 

 

By:

 /s/ Eric J. Thole

 

 

 

Eric J. Thole

 

 

 

President

 

 

 

 

 

 

U.S. BANCORP ASSET MANAGEMENT, INC.

 

 

 

 

 

 

By:

 /s/ Eric J. Thole

 

 

 

Eric J. Thole

 

 

 

Chief Executive Officer and President

 

  

 

 

 

FIRST AMERICAN FUNDS TRUST

EXHIBIT A

TO

INVESTMENT ADVISORY AGREEMENT 

 

EFFECTIVE DATES:

 

Fund

Effective Date

Government Obligations Fund

November 15, 2021

Institutional Prime Obligations Fund

November 15, 2021

Retail Prime Obligations Fund

November 15, 2021

Retail Tax Free Obligations Fund

November 15, 2021

Treasury Obligations Fund

November 15, 2021

U.S. Treasury Money Market Fund

November 15, 2021

 

ADVISORY FEES:

 

Fund

Annual Advisory Fee as a Percentage of
Average Daily Net Assets

Government Obligations Fund

0.10%

Institutional Prime Obligations Fund

0.10%

Retail Prime Obligations Fund

0.10%

Retail Tax Free Obligations Fund

0.10%

Treasury Obligations Fund

0.10%

U.S. Treasury Money Market Fund

0.10%

  

 

 


Exhibit (d)(2)

 

EXPENSE LIMITATION AGREEMENT

 

THIS AGREEMENT is effective as of the 15th day of November, 2021, between U.S. Bancorp Asset Management, Inc., as investment advisor (the “Advisor”), and First American Funds, Inc. (“FAF”).

 

WHEREAS, FAF is comprised of multiple investment portfolios (each a “Fund” and, collectively, the “Funds”), each of which offers one or more classes of shares; and

 

WHEREAS, the Advisor wishes to contractually limit fees and reimburse expenses for certain Funds within FAF through March 31, 2023; and

 

WHEREAS, it is in the interests of both the Advisor and the shareholders of the Funds to limit Fund expenses as set forth herein. 

 

NOW, THEREFORE, in consideration of the foregoing, the parties hereto agree that the Advisor will limit its fees and/or reimburse Fund expenses to the extent necessary to limit the annual operating expenses net of acquired fund fees and expenses of the Funds to the amounts set forth in Exhibit A hereto (which limits are set forth for each Fund on a class-by-class basis). The Advisor agrees that it may not be reimbursed by FAF for the fees waived or reimbursements made by the Advisor under the terms of this agreement. The Advisor agrees to continue the foregoing expense limits through March 31, 2023. Thereafter, any expense limit may be changed upon prior notice to FAF’s Board of Directors.

 

IN WITNESS WHEREOF, the parties have signed this agreement as of the day and year first above written.

 

U.S. BANCORP ASSET MANAGEMENT, INC.

 

FIRST AMERICAN FUNDS, INC.

     

By:

/s/ Jill M. Stevenson

 

By:

/s/ James D. Palmer

Name:

Jill M. Stevenson

 

Name:

James D. Palmer

Title:

Head of Operations and Mutual Fund Treasurer

 

Title:

Vice President

  

 

 

 

Exhibit A

 

 

 

Fund

Annual Operating Expense Limitation

(Net of Acquired Fund Fees and Expenses)

As a Percentage of Average Daily Net Assets

Government Obligations – Class A

0.7500%

Government Obligations – Class D

0.6000%

Government Obligations – Class P

0.1800%

Government Obligations – Class T

0.4000%

Government Obligations – Class U

0.1200%

Government Obligations – Class V

0.3000%

Government Obligations – Class X

0.1400%

Government Obligations – Class Y

0.4500%

Government Obligations – Class Z

0.1800%

 

 

Institutional Prime Obligations – Class T

0.4000%

Institutional Prime Obligations – Class V

0.3000%

Institutional Prime Obligations – Class Y

0.4500%

Institutional Prime Obligations – Class Z

0.2000%

 

 

Retail Prime Obligations – Class A

0.7500%

Retail Prime Obligations – Class T

0.4000%

Retail Prime Obligations – Class V

0.3000%

Retail Prime Obligations – Class X

0.1400%

Retail Prime Obligations – Class Y

0.4500%

Retail Prime Obligations – Class Z

0.2000%

 

 

Retail Tax Free Obligations – Class A

0.7500%

Retail Tax Free Obligations – Class T

0.4000%

Retail Tax Free Obligations – Class V

0.3000%

Retail Tax Free Obligations – Class Y

0.4500%

Retail Tax Free Obligations – Class Z

0.2000%

 

 

Treasury Obligations – Class A

0.7500%

Treasury Obligations – Class D

0.6000%

Treasury Obligations – Class P

0.1800%

Treasury Obligations – Class T

0.4000%

Treasury Obligations – Class V

0.3000%

Treasury Obligations – Class X

0.1400%

Treasury Obligations – Class Y

0.4500%

Treasury Obligations – Class Z

0.1800%

 

 

US Treasury Money Market – Class A

0.7500%

US Treasury Money Market – Class D

0.6000%

US Treasury Money Market – Class T

0.4000%

 

 

 

 

 

 

 

Fund

Annual Operating Expense Limitation

(Net of Acquired Fund Fees and Expenses)

As a Percentage of Average Daily Net Assets

US Treasury Money Market – Class V

0.3000%

US Treasury Money Market – Class Y

0.4500%

US Treasury Money Market – Class Z

0.2000%

  

 

 


 

Exhibit (e)(1)

 

DISTRIBUTION AGREEMENT

 

THIS AGREEMENT is made and effective as of December 21, 2021, by and among First American Funds Trust (the “Trust”), Quasar Distributors, LLC, (the “Distributor”) and U.S. Bancorp Asset Management, Inc., the investment adviser to the Trust (the “Adviser”).

 

WHEREAS, the Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company consisting of several series of shares of beneficial interest (“Shares”); and

 

WHEREAS, the Distributor is registered as a broker-dealer under the Securities Exchange Act of 1934, as amended (the “1934 Act”), and is a member of the Financial Industry Regulatory Authority (“FINRA”); and

 

WHEREAS, the Trust desires to retain the Distributor as principal underwriter in connection with the offer and sale of the Shares of each series of the Trust listed on Exhibit A hereto (as amended from time to time) (each a “Portfolio”); and

 

WHEREAS, none of the services and duties of the Distributor described in Section 2 below and, more generally, in this Agreement will be required to be performed by the Distributor until the Distributor receives written notice from the Trust that the closing of the reorganization of First American Funds, Inc., a Minnesota corporation, into the Trust transpired; and

 

NOW, THEREFORE, in consideration of the promises and mutual covenants herein contained, and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto, intending to be legally bound, do hereby agree as follows:

 

1. Appointment of Quasar as Distributor. The Trust hereby appoints the Distributor as its agent for the sale and distribution of Shares of each Portfolio in jurisdictions wherein the Shares may be legally offered for sale, on the terms and conditions set forth in this Agreement, and the Distributor hereby accepts such appointment and shall perform the services and duties set forth in this Agreement. The services and duties of the Distributor shall be confined to those matters expressly set forth herein, and no implied duties are assumed by or may be asserted against the Distributor hereunder.

 

2. Services and Duties of the Distributor.

 

  A. The Distributor shall sell Shares on a best efforts basis as agent for the Trust upon the terms and at the current offering price (plus sales charge, if any) described in the Prospectus. As used in this Agreement, the term “Prospectus” shall mean the current prospectus, including the statement of additional information, as both may be amended or supplemented, relating to a Portfolio and included in the currently effective registration statement (the “Registration Statement”) of the Trust filed under the Securities Act of 1933, as amended (the “1933 Act”) and the 1940 Act. The Trust shall in all cases receive the net asset value per Share on all sales. If a sales charge is in effect, the Distributor shall remit the sales charge (or portion thereof) to broker-dealers who have sold Shares, as described in Section 2(G), below.

 

  B. During the continuous public offering of Shares, the Distributor will hold itself available to receive orders, satisfactory to the Distributor, for the purchase of Shares and will accept such orders on behalf of the Trust. Such purchase orders shall be deemed effective at the time and in the manner set forth in the Prospectus.

 

  C. The Distributor, with the operational assistance of the Trust’s transfer agent, shall make Shares available for sale and redemption through the National Securities Clearing Corporation’s Fund/SERV System.

 

 

 

 

  D. The Distributor acknowledges and agrees that it is not authorized to provide any information or make any representations other than as contained in the Prospectus and any sales literature specifically approved by the Trust.

 

  E. The Distributor shall cooperate with the Trust or its agent in the development of all proposed advertisements and sales literature (“Communications with the Public”) relating to a Portfolio. The Distributor shall review all proposed Communications with the Public for compliance with applicable laws and regulations, and shall file with appropriate regulators those Communications with the Public it believes are in compliance with such laws and regulations. The Distributor shall furnish to the Trust or its agent any comments provided by regulators with respect to such materials and to use its best efforts to obtain the approval of the regulators to such materials.

 

  F. The Distributor, at its sole discretion, may repurchase Shares offered for sale by shareholders of a Portfolio. Repurchase of Shares by the Distributor shall be at the price determined in accordance with, and in the manner set forth in, the Prospectus. At the end of each business day, the Distributor shall notify the Trust and its transfer agent, by any appropriate means, of the orders for repurchase of Shares received by the Distributor since the last notification, the amount to be paid for such Shares and the identity of the shareholders offering Shares for repurchase. The Trust reserves the right to suspend such repurchase right upon written notice to the Distributor. The Distributor shall also act as agent for the Trust to receive and transmit promptly to the Trust’s transfer agent, shareholder requests for redemption of Shares.

 

  G. The Distributor may, in its discretion, enter into agreements with such qualified broker-dealers as it may select, in order that such broker-dealers also may sell Shares of a Portfolio. The form of any dealer agreement shall be approved by the Trust. To the extent there is a sales charge in effect, the Distributor shall pay the applicable sales charge (or portion thereof), or allow a discount, to the selling broker-dealer, as described in the Prospectus.

 

  H. The Distributor shall devote its best efforts to effect sales of Shares of a Portfolio but shall not be obligated to sell any certain number of Shares.

 

  I. The Distributor shall prepare reports for the Board regarding its activities under this Agreement as from time to time shall be reasonably requested by the Board, including reports regarding the use of any Rule 12b-1 payments received by the Distributor.

 

  J. The Distributor shall advise the Trust promptly in writing of the initiation of any proceedings against it by the SEC or its staff, FINRA or any state regulatory authority.

 

  K. The Distributor shall monitor amounts paid under Rule 12b-1 plans and pursuant to sales loads to ensure compliance with applicable FINRA rules.

 

3. Representations and Covenants of the Trust and Adviser.

 

  A. The Trust and the Adviser each hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

 

  i. it is duly organized and existing under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and to perform its obligations hereunder;

 

  ii. this Agreement has been duly authorized, executed and delivered by the Trust and the Adviser in accordance with all requisite action and constitutes a valid and legally binding obligation of the Trust and the Adviser, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties;

 

 

 

 

  iii. it is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; and

 

  iv. there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement.

 

  B. The Trust hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

 

  i. all Shares to be sold by the Distributor, including those offered under this Agreement, are validly authorized and, when issued in accordance with the description in the Prospectus, will be fully paid and nonassessable;

 

  ii. the Registration Statement, and Prospectus included therein, have been prepared in conformity with the requirements of the 1933 Act and the 1940 Act and the rules and regulations thereunder; and

 

  iii. the Registration Statement (at the time of its effectiveness) and any advertisements and sales literature prepared by the Trust or its agent (excluding statements relating to the Distributor and the services it provides that are based upon written information furnished by the Distributor expressly for inclusion therein) shall not contain any untrue statement of material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and that all statements or information furnished to the Distributor pursuant to this Agreement shall be true and correct in all material respects.

 

  C. The Trust, or its agent, shall take or cause to be taken, all necessary action to register Shares of each Portfolio under the 1933 Act, qualify such shares for sale in such states as the Trust and the Distributor shall approve, and maintain an effective Registration Statement for such Shares in order to permit the sale of Shares as herein contemplated. The Trust authorizes the Distributor to use the Prospectus, in the form furnished to the Distributor from time to time, in connection with the sale of Shares.

 

  D. The Trust or the Adviser shall advise the Distributor promptly in writing:

 

  i. of any material correspondence or other communication by the Securities and Exchange Commission (the “SEC”) or its staff relating to a Portfolio, including requests by the SEC for amendments to the Registration Statement or Prospectus;

 

  ii. in the event of the issuance by the SEC of any stop-order suspending the effectiveness of the Registration Statement then in effect or the initiation of any proceeding for that purpose;

 

  iii. of the happening of any event which makes untrue any statement of a material fact made in the Prospectus or which requires the making of a change in such Prospectus in order to make the statements therein not misleading;

 

  iv. of all actions taken by the SEC with respect to any amendments to any Registration Statement or Prospectus, which may from time to time be filed with the SEC; and

 

v. in the event that the Trust determines to suspend the sale of Shares at any time in response to conditions in the securities markets or otherwise, or in the event that it determines to suspend the redemption of Shares at any time as permitted by the 1940 Act or the rules of the SEC, including any and all applicable interpretations of such by the staff of the SEC.

 

E. The Trust, or its agent, shall notify the Distributor in writing of the states in which the Shares may be sold and shall notify the Distributor in writing of any changes to such information.

         

 

 

 

  F. The Trust, or its agent, shall file from time to time such amendments to its Registration Statement and Prospectus as may be necessary in order that its Registration Statement and Prospectus will not contain any untrue statement of material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading.

 

  G. The Trust, or its agent, and the Adviser shall fully cooperate in the efforts of the Distributor to sell and arrange for the sale of Shares and shall make available to the Distributor a statement of each computation of net asset value. In addition, the Trust, or its agent, shall keep the Distributor fully informed of the Trust’s affairs and shall provide to the Distributor, from time to time, copies of all information, financial statements and other papers that the Distributor may reasonably request for use in connection with the distribution of Shares, including without limitation, certified copies of any financial statements prepared for the Trust by its independent public accountants and such reasonable number of copies of the Prospectus and annual and interim reports to shareholders as the Distributor may request. The Trust and the Adviser each represent that it will not use or authorize the use of any Communications with the Public unless and until such materials have been approved and authorized for use by the Distributor. Nothing in this Agreement shall require the sharing or provision of materials protected by privilege or limitation of disclosure, including any applicable attorney-client privilege or trade secret materials.

 

  H. The Adviser, on behalf of the Trust, has reviewed and is familiar with the provisions of FINRA Rule 2830(k) prohibiting directed brokerage. In addition, the Trust or Adviser shall not enter into any agreement (whether orally or in writing) under which the Trust or Adviser directs or is expected to direct the Trust’s brokerage transactions (or any commission, markup or other payment from such transactions) to a broker or dealer for the promotion or sale of Portfolio Shares or the shares of any other investment company. In the event the Trust fails to comply with the provisions of FINRA Rule 2830(k), the Adviser shall promptly notify the Distributor.

 

4. Additional Representations and Covenants of the Distributor. The Distributor hereby represents, warrants and covenants to the Trust and the Adviser, which representations, warranties and covenants shall be deemed to be continuing throughout the term of this Agreement, that:

 

  A. it is duly organized and existing under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and to perform its obligations hereunder;

 

  B. this Agreement has been duly authorized, executed and delivered by the Distributor in accordance with all requisite action and constitutes a valid and legally binding obligation of the Distributor, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties;

 

  C. it is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement;

 

  D. it is registered as a broker-dealer under the 1934 Act and is a member in good standing of FINRA;

 

  E. it (i) has adopted an anti-money laundering compliance program (“AML Program”) that satisfies the requirements of all applicable laws and regulations; (ii) undertakes to carry out its AML Program to the best of its ability; (iii) will promptly notify the Trust and the Adviser if an inspection by the appropriate regulatory authorities of its AML Program identifies any material deficiency; and (iv) will promptly remedy any material deficiency of which it learns;

 

 

 

 

  F. in connection with all matters relating to this Agreement, it will comply with the requirements of the 1933 Act, the 1934 Act, the 1940 Act, the regulations of FINRA and all other applicable federal or state laws and regulations, including maintenance of all records that such laws and regulations specifically require Distributor to maintain in its capacity as principal underwriter in connection with the offer and sale of Shares of the Trust; and

 

  G. it shall provide to the Trust and each Portfolio such information regarding Distributor’s policies and procedures (including material changes to such policies and procedures and material compliance matters) as may be reasonably requested to enable each Portfolio to comply with its obligations under Rule 38a-1.

 

5. Standard of Care.

 

  A. The Distributor shall use its best judgment and reasonable efforts in rendering services to the Trust under this Agreement but shall be under no duty to take any action except as specifically set forth herein or as may be specifically agreed to by the Distributor in writing. The Distributor shall not be liable to the Trust or any of the Trust’s shareholders for any error of judgment or mistake of law, for any loss arising out of any investment, or for any action or inaction of the Distributor in the absence of negligence, bad faith or willful misfeasance in the performance of the Distributor’s duties or obligations under this Agreement or by reason of the Distributor’s reckless disregard of its duties and obligations under this Agreement.

 

  B. The Distributor shall not be liable for any action taken or failure to act in good faith reliance upon:

 

  i. the advice of the Trust or of counsel, who may be counsel to the Trust or counsel to the Distributor;

 

  ii. any oral instruction which it receives and which it reasonably believes in good faith was transmitted by the person or persons authorized by the Board to give such oral instruction (the Distributor shall have no duty or obligation to make any inquiry or effort of certification of such oral instruction);

 

  iii. any written instruction or certified copy of any resolution of the Board, and the Distributor may rely upon the genuineness of any such document or copy thereof reasonably believed in good faith by the Distributor to have been validly executed; or

 

  iv. any signature, instruction, request, letter of transmittal, certificate, opinion of counsel, statement, instrument, report, notice, consent, order, or other document reasonably believed in good faith by the Distributor to be genuine and to have been signed or presented by the Trust or other proper party or parties; and the Distributor shall not be under any duty or obligation to inquire into the validity or invalidity or authority or lack thereof of any statement, oral or written instruction, resolution, signature, request, letter of transmittal, certificate, opinion of counsel, instrument, report, notice, consent, order, or any other document or instrument which the Distributor reasonably believes in good faith to be genuine.

 

  C. The Distributor shall not be responsible or liable for any failure or delay in performance of its obligations under this Agreement arising out of or caused, directly or indirectly, by circumstances beyond its reasonable control including, without limitation, acts of civil or military authority, national emergencies, labor difficulties, fire, mechanical breakdowns, flood or catastrophe, epidemic, acts of God, insurrection, war, riots or failure of the mails, transportation, communication or power supply.

 

 

 

 

6. Expenses.

 

  A. Unless otherwise set forth in Section 7 below, the Distributor agrees to pay all of its own costs incurred in connection with the distribution of shares of each Portfolio (“Distribution Expenses”). Distribution Expenses include, but are not limited to, the following expenses incurred by the Distributor: initial and ongoing sales compensation (in addition to sales loads) paid to investment executives of the Distributor and to other broker-dealers and participating financial institutions which the Distributor has agreed to pay; expenses incurred in the printing of Prospectuses, statements of additional information and reports used for sales purposes; expenses of preparation and distribution of sales literature; expenses of advertising of any type; an allocation of the Distributor’s overhead; payments to and expenses of persons who provide support services in connection with the distribution of Portfolio shares; and other distribution-related expenses.
     
  B. The Trust or the Adviser shall bear all costs and expenses in connection with the registration of its Shares with the SEC and each Portfolio’s related compliance with state securities laws, as well as all costs and expenses in connection with the offering of the Shares and communications with shareholders, including but not limited to: (i) fees and disbursements of the Trust’s counsel and independent public accountants; (ii) costs and expenses of the preparation, filing, printing and mailing of Prospectuses, as well as related advertising and sales literature; (iii) costs and expenses of the preparation, printing and mailing of annual and interim reports, proxy materials and other communications to shareholders; and (iv) fees required in connection with the offer and sale of Shares in such jurisdictions as shall be selected by the Trust pursuant to Section 3(D) hereof.

 

  C. The Distributor shall bear the expenses of registration or qualification of the Distributor as a dealer or broker under federal or state laws and the expenses of continuing such registration or qualification. The Distributor does not assume responsibility for any expenses not expressly assumed hereunder.

 

7. Compensation

 

  A. Pursuant to the Trust’s Amended and Restated Distribution and Service Plan (the “Plan”) adopted by the Board of Trustees of the Trust in accordance with Rule 12b-1 under the 1940 Act:

 

  i. The Class A shares of each Portfolio will pay the Distributor a total fee equal to the Distribution Expenses incurred by the Distributor with respect to such class; provided such Distribution Expenses do not exceed an annual rate of 0.25% of the value of the average daily net assets of such class, as determined monthly.

 

  ii. The Class D shares of each Portfolio will pay the Distributor a total fee equal to the Distribution Expenses incurred by the Distributor with respect to such class; provided such Distribution Expenses do not exceed an annual rate of 0.15% of the value of the average daily net assets of such class, as determined monthly.

 

  B. To the extent Distribution Expenses are not paid by the Trust or the Distributor, the Adviser will pay the Distributor in accordance with the fee schedule set forth on Exhibit B hereto.

 

  C. The Adviser or the Trust shall pay all such fees and reimbursable expenses within 30 calendar days following receipt of the billing notice, except for any fee or expense subject to a good faith dispute. The Adviser or the Trust shall notify the Distributor in writing within 30 calendar days following receipt of each invoice if it is disputing any amounts in good faith. The Adviser or the Trust shall pay such disputed amounts within 10 calendar days of the day on which the parties agree to the amount to be paid. With the exception of any fee or expense the Adviser is disputing in good faith as set forth above, unpaid invoices shall accrue a finance charge of 1½%

 

 

 

 

  per month after the due date. Notwithstanding anything to the contrary, amounts paid by the Trust to the Distributor shall only be paid in accordance with a Rule 12b-1 plan, and the Adviser shall be responsible for the payment of the amount of such fees and expenses not covered by Rule 12b-1 payments.

 

8. Indemnification.

 

  A. The Trust shall indemnify, defend and hold the Distributor and each of its managers, officers, employees, representatives and any person who controls the Distributor within the meaning of Section 15 of the 1933 Act (collectively, the “Distributor Indemnitees”), free and harmless from and against any and all claims, demands, losses, expenses and liabilities of any and every nature (including reasonable attorneys’ fees) (collectively, “Losses”) that the Distributor Indemnitees may sustain or incur or that may be asserted against a Distributor Indemnitee by any person (i) arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in the Registration Statement or any Prospectus, or in any annual or interim report to shareholders, or in any advertisements or sales literature prepared by the Trust or the Adviser (or an agent of either one), or (ii) arising out of or based upon any omission, or alleged omission, to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, or (iii) arising out of a breach of the Trust’s representations and warranties in this Agreement, or (iv) based upon the Trust’s refusal or failure to comply with the terms of this Agreement or from its bad faith, negligence, or willful misconduct in the performance of its duties under this Agreement.

The Adviser shall indemnify, defend and hold the Distributor Indemnitees free and harmless from and against any and all Losses that the Distributor Indemnitees may sustain or incur or that may be asserted against a Distributor Indemnitee by any person (i) arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any advertisements or sales literature prepared by the Adviser (or an agent of the Adviser), or (ii) arising out of or based upon any omission, or alleged omission, to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, or (iii) arising out of a breach of the Adviser’s representations and warranties in this Agreement, or (iv) based upon the Adviser’s refusal or failure to comply with the terms of this Agreement or from its bad faith, negligence, or willful misconduct in the performance of its duties under this Agreement.

Notwithstanding the foregoing, the Trust’s or the Adviser’s obligation to indemnify the Distributor Indemnitees shall not be deemed to cover any Losses arising out of any untrue statement or alleged untrue statement or omission or alleged omission made in the Registration Statement, Prospectus, annual or interim report, or any advertisement or sales literature in reliance upon and in conformity with written information relating to the Distributor and furnished to the Trust or the Adviser or its counsel by the Distributor for the purpose of, and used in, the preparation thereof. The Trust’s and the Adviser’s agreement to indemnify the Distributor Indemnitees is expressly conditioned upon the Trust or the Adviser being notified of such action or claim of loss brought against the Distributor Indemnitees within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon the Distributor Indemnitees, unless the failure to give notice does not prejudice the Trust or the Adviser; provided that the failure so to notify the Trust or the Adviser of any such action shall not relieve the Trust or the Adviser from any liability which it may have to the person against whom such action is brought by reason of any such untrue, or alleged untrue, statement or omission, or alleged omission, otherwise than on account of the indemnity contained in this Section.

 

  B. The Trust and the Adviser shall each be entitled to participate at its own expense in the defense,

 

 

 

 

  or if it so elects, to assume the defense of any suit brought to enforce any such Losses, but if it elects to assume the defense, such defense shall be conducted by counsel chosen by it and approved by the Distributor, which approval shall not be unreasonably withheld. In the event the Trust or the Adviser elects to assume the defense of any such suit and retain such counsel, the Distributor Indemnitees in such suit shall bear the fees and expenses of any additional counsel that they retain. If the Trust or the Adviser does not elect to assume the defense of any such suit, or in case the Distributor does not, in the exercise of reasonable judgment, approve of counsel chosen by the Trust or the Adviser, or if under prevailing law or legal codes of ethics, the same counsel cannot effectively represent the interests of both the Adviser and the Distributor Indemnitees, the Trust or the Adviser will reimburse the Distributor Indemnitees for the reasonable fees and expenses of any counsel retained by them. The Trust’s and the Adviser’s indemnification agreement contained in Sections 8(A) and 8(B) herein shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Distributor Indemnitees and shall survive the delivery of any Shares and the termination of this Agreement. This agreement of indemnity will inure exclusively to the benefit of the Distributor Indemnitees and their successors. The Trust and the Adviser each agrees to promptly notify the Distributor of the commencement of any litigation or proceedings against it or any of its officers or trustees in connection with the offer and sale of any of the Shares.

 

  C. The Trust or the Adviser shall advance attorneys’ fees and other expenses incurred by any Distributor Indemnitee in defending any claim, demand, action or suit which is the subject of a claim for indemnification pursuant to this Section 8 to the maximum extent permissible under applicable law.

 

  D. The Distributor shall indemnify, defend and hold the Trust and the Adviser and each of its trustees, officers, employees, representatives and any person who controls the Trust within the meaning of Section 15 of the 1933 Act (collectively, the “Trust Indemnitees”), free and harmless from and against any and all Losses that the Trust Indemnitees may sustain or incur or that may be asserted against a Trust Indemnitee by any person (i) arising out of or based upon any untrue or alleged untrue statement of a material fact contained in the Registration Statement or any Prospectus, or in any annual or interim report to shareholders, or in any advertisements or sales literature prepared by the Distributor, or (ii) arising out of or based upon any omission, or alleged omission, to state therein a material fact required to be stated therein or necessary to make the statement not misleading, or (iii) based upon the Distributor’s refusal or failure to comply with the terms of this Agreement or from its bad faith, negligence, or willful misconduct in the performance of its duties under this Agreement; provided however that with respect to clauses (i) and (ii), above, the Distributor’s obligation to indemnify the Trust Indemnitees shall only be deemed to cover Losses arising out of any untrue statement or alleged untrue statement or omission or alleged omission made in the Registration Statement, Prospectus, annual or interim report, or any advertisement or sales literature in reliance upon and in conformity with written information relating to the Distributor and furnished to the Trust, the Adviser, or either of their counsel by the Distributor for the purpose of, and used in, the preparation thereof. The Distributor’s agreement to indemnify the Trust Indemnitees is expressly conditioned upon the Distributor being notified of any action or claim of loss brought against the Trust Indemnitees within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon the Trust Indemnitees, unless the failure to give notice does not prejudice the Distributor; provided that the failure so to notify the Distributor of any such action shall not relieve the Distributor from any liability which the Distributor may have to the person against whom such action is brought by reason of any such untrue, or alleged untrue, statement or omission, otherwise than on account of the Distributor’s indemnity agreement contained in this Section 8(D).

 

  E. The Distributor shall be entitled to participate at its own expense in the defense, or if it so elects, to assume the defense of any suit brought to enforce any such Losses, but if the

 

 

 

 

  Distributor elects to assume the defense, such defense shall be conducted by counsel chosen by the Distributor and approved by the Trust or the Adviser, which approval shall not be unreasonably withheld. In the event the Distributor elects to assume the defense of any such suit and retain such counsel, the Trust Indemnitees in such suit shall bear the fees and expenses of any additional counsel retained by them. If the Distributor does not elect to assume the defense of any such suit, or in case the Trust or the Adviser does not, in the exercise of reasonable judgment, approve of counsel chosen by the Distributor, or if under prevailing law or legal codes of ethics, the same counsel cannot effectively represent the interests of both the Trust Indemnitees and the Distributor, the Distributor will reimburse the Trust Indemnitees for the reasonable fees and expenses of any counsel retained by them. The Distributor’s indemnification agreement contained in Sections 8(D) and 8(E) herein shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Trust Indemnitees and shall survive the delivery of any Shares and the termination of this Agreement. This agreement of indemnity will inure exclusively to the benefit of the Trust Indemnitees and their successors. The Distributor shall promptly notify the Trust and the Adviser of the commencement of any litigation or proceedings against the Distributor or any of its officers or trustees in connection with the offer and sale of any of the Shares.

 

  F. The Distributor shall advance attorneys’ fees and other expenses incurred by any Trust Indemnitee in defending any claim, demand, action or suit which is the subject of a claim for indemnification pursuant to this Section 8 to the maximum extent permissible under applicable law.

 

  G. No party to this Agreement shall be liable to the other parties for consequential, special or punitive damages under any provision of this Agreement.

 

  H. No person shall be obligated to provide indemnification under this Section 8 if such indemnification would be impermissible under the 1940 Act, the 1933 Act, the 1934 Act or the rules of FINRA; provided however that, in such event, indemnification shall be provided under this Section 8 to the maximum extent so permissible.

 

9. Proprietary and Confidential Information. The Distributor agrees on behalf of itself and its managers, officers, and employees to treat confidentially and as proprietary information of the Trust and the Adviser, all records and other information relative to the Trust and the Adviser and prior, present or potential shareholders of the Trust (and clients of said shareholders), and not to use such records and information for any purpose other than the performance of its responsibilities and duties hereunder, except (i) after prior notification to and approval in writing by the Trust and the Adviser, which approval shall not be unreasonably withheld and may not be withheld where the Distributor may be exposed to civil or criminal contempt proceedings for failure to comply, (ii) when requested to divulge such information by duly constituted authorities, or (iii) when so requested by the Trust or the Adviser. Records and other information which have become known to the public through no wrongful act of the Distributor or any of its employees, agents or representatives, and information that was already in the possession of the Distributor prior to receipt thereof from the Trust, the Adviser or their respective agents, shall not be subject to this paragraph.

 

Further, the Distributor will adhere to the privacy policies adopted by the Trust pursuant to Title V of the Gramm-Leach-Bliley Act, as may be modified from time to time. In this regard, the Distributor shall have in place and maintain physical, electronic and procedural safeguards reasonably designed to protect the security, confidentiality and integrity of, and to prevent unauthorized access to or use of, records and information relating to the Trust and its shareholders.

 

10. Compliance with Laws. The Trust has and retains primary responsibility for all compliance matters relating to each Portfolio, including but not limited to compliance with the 1940 Act, the Internal Revenue Code of 1986, the Sarbanes-Oxley Act of 2002, the USA Patriot Act of 2001 and the policies and limitations of a Portfolio relating to

 

 

 

 

its portfolio investments as set forth in its Prospectus and statement of additional information. The Distributor’s services hereunder shall not relieve the Trust of its responsibilities for assuring such compliance or the Board of Trustee’s oversight responsibility with respect thereto.

 

11. Term of Agreement; Amendment; Assignment.

 

  A. This Agreement shall become effective with respect to each Portfolio listed on Exhibit A hereof as of the date hereof and, with respect to each Portfolio not in existence on that date, on the date an amendment to Exhibit A to this Agreement relating to that Portfolio is executed. Unless sooner terminated as provided herein, this Agreement shall continue in force for one year from the date hereof and thereafter from year to year, provided such continuance is specifically approved at least annually by: (i) the Trust’s Board, or (ii) the vote of a “majority of the outstanding voting securities” of a Portfolio, and provided that in either event, the continuance is also approved by a majority of the Trust’s Board who are not “interested persons” of any party to this Agreement, by a vote cast  at a meeting called for the purpose of voting on such approval.

 

  B. Notwithstanding the foregoing, this Agreement may be terminated, without the payment of any penalty, with respect to a particular Portfolio: (i) through a failure to renew this Agreement at the end of a term, (ii) upon mutual consent of the parties, or (iii) upon not less than 60 days’ written notice, by the Trust upon the vote of a majority of the members of its Board who are not “interested persons” of the Trust and have no direct or indirect financial interest in the operation of this Agreement, or by vote of a “majority of the outstanding voting securities” of a Portfolio, by the Distributor, or by the Adviser. The terms of this Agreement shall not be waived, altered, modified, amended or supplemented in any manner whatsoever except by a written instrument signed by the Distributor, the Trust, and the Adviser. If required under the 1940 Act, any such amendment must be approved by the Trust’s Board, including a majority of the Trust’s Board who are not “interested persons” of any party to this Agreement, by a vote cast at a meeting for the purpose of voting on such amendment. In the event that such amendment affects the Adviser, the written instrument shall also be signed by the Adviser. This Agreement will automatically terminate in the event of its “assignment.”

 

  C. As used in this Section, the terms “majority of the outstanding voting securities,” “interested person,” and “assignment” shall have the same meaning as such terms have in the 1940 Act.

 

  D. Sections 8 and 9 shall survive termination of this Agreement.

 

12. Early Termination. In the absence of any material breach of this Agreement, should the Trust or Adviser elect to terminate this Agreement prior to the end of the term, the Trust or Adviser shall pay the following fees:

 

  A. all monthly fees through the life of the Agreement, including the repayment of any negotiated discounts;

 

  B. all fees associated with converting services to a successor service provider;

 

  C. all fees associated with any record retention and/or tax reporting obligations that may not be eliminated due to the conversion to a successor service provider; and

 

  D. all miscellaneous costs associated with A-C above.

 

13. Duties in the Event of Termination. In the event that, in connection with termination, a successor to any of the Distributor’s duties or responsibilities hereunder is designated by the Trust, the Distributor shall cooperate in the transfer of such duties and responsibilities to such successor.

 

14. Governing Law. This Agreement shall be construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to conflicts of law principles. To the extent that the applicable laws of the

 

 

 

 

Commonwealth of Massachusetts, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control, and nothing herein shall be construed in a manner inconsistent with the 1940 Act or any rule or order of the SEC thereunder.

 

15. No Agency Relationship. Nothing herein contained shall be deemed to authorize or empower either party to act as agent for the other party to this Agreement, or to conduct business in the name, or for the account, of the other party to this Agreement.

 

16. Services Not Exclusive. Nothing in this Agreement shall limit or restrict the Distributor from providing services to other parties that are similar or identical to some or all of the services provided hereunder.

 

17. Invalidity. Any provision of this Agreement which may be determined by competent authority to be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. In such case, the parties shall in good faith modify or substitute such provision consistent with the original intent of the parties.

 

18. Notices. Any notice required or permitted to be given by any party to the others shall be in writing and shall be deemed to have been given on the date delivered personally or by courier service, or three days after sent by registered or certified mail, postage prepaid, return receipt requested, or on the date sent and confirmed received by electronic mail to the other parties’ respective addresses as set forth below:

 

Notice to the Distributor shall be sent to: 

Quasar Distributors, LLC 

Attn: Legal Department 

Three Canal Plaza, Suite 100 

Portland, Maine 04101 

legal@foreside.com

 

Notice to the Trust shall be sent to: 

First American Funds Trust 

Attn: Fund Treasurer 

800 Nicollet Mall, 4th Fl. 

Minneapolis, MN 55402

 

Notice to the Adviser shall be sent to: 

U.S. Bancorp Asset Management, Inc. 

Attn: Chief Counsel 

800 Nicollet Mall 

Minneapolis, MN 55402-7020

 

19. Multiple Originals. This Agreement may be executed on two or more counterparts, each of which when so executed shall be deemed to be an original, but such counterparts shall together constitute but one and the same instrument.

 

 

 

 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by a duly authorized officer on one or more counterparts as of the date first above written. 

                 
FIRST AMERICAN FUNDS TRUST   QUASAR DISTRIBUTORS, LLC
         
By: /s/ Jill Stevenson   By: /s/ Mark Fairbanks
         
Name: Jill Stevenson   Name: Mark Fairbanks
         
Title: Treasurer   Title: Vice President
         
U.S. BANCORP ASSET MANAGEMENT, INC.      
         
By: /s/ James D. Palmer      
         
Name: James D. Palmer      
         
Title: Chief Investment Officer      

  

 

 

 

Exhibit A 

to the 

Distribution Agreement 

Fund Names

 

Separate Series of First American Funds Trust

 

Name of Series Type of Fund
Government Obligations Fund, Class A Government
Government Obligations Fund, Class D Government
Government Obligations Fund, Class P Government
Government Obligations Fund, Class U Government
Government Obligations Fund, Class V Government
Government Obligations Fund, Class X Government
Government Obligations Fund, Class Y Government
Government Obligations Fund, Class Z Government
Institutional Prime Obligations Fund, Class T Institutional
Institutional Prime Obligations Fund, Class V Institutional
Institutional Prime Obligations Fund, Class X Institutional
Institutional Prime Obligations Fund, Class Y Institutional
Institutional Prime Obligations Fund, Class Z Institutional
Retail Prime Obligations Fund, Class A Retail
Retail Prime Obligations Fund, Class T Retail
Retail Prime Obligations Fund, Class V Retail
Retail Prime Obligations Fund, Class X Retail
Retail Prime Obligations Fund, Class Y Retail
Retail Prime Obligations Fund, Class Z Retail
Retail Tax Free Obligations Fund, Class A Retail
Retail Tax Free Obligations Fund, Class V Retail
Retail Tax Free Obligations Fund, Class Y Retail
Retail Tax Free Obligations Fund, Class Z Retail
Treasury Obligations Fund, Class A Government
Treasury Obligations Fund, Class D Government
Treasury Obligations Fund, Class P Government
Treasury Obligations Fund, Class V Government
Treasury Obligations Fund, Class X Government
Treasury Obligations Fund, Class Y Government
Treasury Obligations Fund, Class Z Government
U.S. Treasury Money Market Fund, Class A Government
U.S. Treasury Money Market Fund, Class D Government

 

 

 

 

Name of Series Type of Fund
U.S. Treasury Money Market Fund, Class V Government
U.S. Treasury Money Market Fund, Class Y Government
U.S. Treasury Money Market Fund, Class Z Government

 

 

 

 

Exhibit B 

to the 

Distribution Agreement

 

Quasar Distributors, LLC Regulatory Distribution Services Fee Schedule

 

Regulatory Distribution Annual Services Per Fund Complex 

0.08 basis points on the first $25 billion 

0.07 basis points on the next $25 billion 

0.06 basis points on the balance

 

Default Sales Loads, and underwriter concessions, if any, are payable to the Distributor.

 

Standard Advertising Compliance Review  

■      $125 per communication piece for the first 10 pages (minutes if audio or video); $10 per page (minute if audio or video) thereafter. 

■      $125 FINRA filing fee per communication piece for the first 10 pages (minutes if audio or video); $10 per page (minute if audio or video) thereafter. FINRA filing fee subject to change. (FINRA filing fee may not apply to all communication pieces.)

 

Expedited Advertising Compliance Review 

■      $600 for the first 10 pages (minutes if audio or video); $25 per page (minute if audio or video) thereafter, 24 hour initial turnaround. 

■      $600 FINRA filing fee per communication piece for the first 10 pages (minutes if audio or video); $50 per page (minute if audio or video) thereafter. FINRA filing fee subject to change. (FINRA filing fee may not apply to all communication pieces.)

 

Licensing of Investment Advisor’s Staff  

■      $2,800 per year per registered representative 

■      Licenses sponsored: Series 6, 7, 24, 26, 27, 63, 66 

■      All associated FINRA and state fees for registered representatives, including license and renewal fees

 

Marketing Support Services  

■      The design and/ or production of fund fact sheets, commentaries, brochures and other sales support materials – Project priced via proposal

 

Miscellaneous Expenses  

All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred:

 

■ Production, printing, distribution, and placement of advertising, sales literature, and materials
■ Engagement of designers, free-lance writers, and public relations firms
■ Postage, overnight delivery charges
■ FINRA registration fees/other costs to fulfill regulatory requirements
■ Travel, lodging, and meals

 

Additional services not included above shall be mutually agreed upon at the time of the service being added. In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).

 

Fees are calculated pro rata and billed monthly.

 

 


Exhibit (e)(2)

 

 

First American Funds Trust

 

DEALER AGREEMENT

 

This Agreement is made and effective as of this ____ day of __________, 20__, between Quasar Distributors, LLC (“Quasar”), a Delaware limited liability company, and ____________(“Dealer”), a____________________________.

 

WHEREAS, First American Funds Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end investment company and currently offers for public sale shares of common stock or beneficial interest (“Shares”) in the separate series of the Trust listed on Schedule A, as may be amended from time to time (each, a “Fund”);

 

WHEREAS, the Shares are registered for public sale under the Securities Act of 1933 and are qualified for sale in certain states and jurisdictions of the United States;

 

WHEREAS, Quasar serves as principal underwriter in connection with the offering and sale of the Shares of each Fund pursuant to a Distribution Agreement; and

 

WHEREAS, Dealer desires to serve as a selected dealer for the Shares of the Funds.

 

NOW, THEREFORE, in consideration of the promises and the mutual covenants contained herein, Quasar and Dealer agree as follows:

 

1. Offers and Sales of Shares.

 

(a) Dealer agrees to offer and sell Shares only at the public offering price currently in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund (“Prospectus”). Dealer agrees to act only as agent on behalf of its customers (“Customers”) in such transactions and shall not have authority to act as agent for the Funds, for Quasar, or for any other dealer in any respect. All purchase orders are subject to acceptance by Quasar and the relevant Fund and become effective only upon confirmation by Quasar or an agent of the Fund. In its sole discretion, either the Fund or Quasar may reject any purchase order and may, provided notice is given to Dealer, suspend sales or withdraw the offering of Shares entirely.

 

(b) Dealer understands and acknowledges that each Fund offers its Shares in multiple classes, each subject to differing sales charges and financing structures. Dealer hereby represents and warrants that it has established compliance procedures designed to ensure that Customers are made aware of the terms of each available class of the applicable Fund’s Shares, to ensure that each Customer is offered only Shares that are suitable investments of that Customer and to ensure proper supervision of Dealer’s registered representatives in recommending and offering multiple classes of Shares to its Customers.

 

(c) Dealer understands and acknowledges that certain Shares may be subject to a contingent deferred sales charge when such Shares are redeemed. As to such Shares which are not networked, Dealer agrees either (i) to refrain from issuing such Shares in street name, or (ii) to monitor the time period during which the applicable contingent deferred sales charge remains in effect, to deduct from any redemption proceeds the applicable contingent deferred sales charge and to promptly remit to Quasar any such contingent deferred sales charge.

 

(d) Dealer agrees that it will arrange for the provision of shareholder services for Customers who have purchased Shares. Dealer may perform these shareholder services itself or subcontract them to a third party of its choice. These shareholder services include, but are not limited to: (i) maintaining accounts relating to Customers that invest in Shares; (ii) providing information periodically to Customers showing their positions in Shares; (iii) arranging for bank wires; (iv) responding to Customer inquiries relating to the services performed by Dealer; (v) responding to routine inquiries from Customers concerning their investments in Shares; (vi) forwarding shareholder communications

 

 

 

 

from the Funds (such as proxies, annual and semi-annual shareholder reports and dividend, distribution and tax notices) to Customers; (vii) processing purchase, exchange and redemption requests from Customers and placing such orders with the Funds’ service providers; (viii) assisting Customers in changing dividend options, account designations, and addresses; and (ix) processing dividend payments from the Funds on behalf of Customers. The Dealer may also provide subaccounting with respect to Shares beneficially owned by Customers and provide such other similar services to the extent Dealer is permitted to do so under applicable laws or regulations.

 

2. Procedures for Purchases. The procedures relating to all orders and the handling of them shall be made in accordance with the procedures set forth in each Fund’s Prospectus, and to the extent consistent with the Prospectus, written instructions forwarded to Dealer by Quasar from time to time.

 

Dealer shall be permitted to accept orders for the purchase, exchange or redemption of Shares of the Funds on each business day that the New York Stock Exchange is open for business and a Fund’s net asset value is determined (“Business Day”). Dealer shall not be required to accept orders on any Business Day on which Dealer is not open for business. If orders are accepted by Dealer prior to the latest time at which a Fund’s net asset value is to be calculated as determined by its Board of Trustees, which is typically as of the close of the New York Stock Exchange on that Business Day (“Close of Trading”), such orders shall be treated as having been received on that Business Day. If such orders are received after Close of Trading on a Business Day, they shall not be treated as having been accepted by Dealer on such Business Day.

 

All purchase orders shall be placed at, and in accordance with the applicable discount schedules set forth in the Fund’s Prospectus.

 

3. Settlement and Delivery for Purchases. Transactions shall be settled by Dealer by payment in federal funds of the full purchase price to the Fund’s transfer agent in accordance with applicable procedures. Payment for Shares shall be received by the Fund’s transfer agent by the later of (a) the end of the third business day following Dealer’s receipt of the Customer’s order to purchase such Shares or (b) the end of one business day following Dealer’s receipt of the Customer’s payment for such Shares, but in no event later than the end of the sixth business day following Dealer’s receipt of the Customer’s order. If such payment is not received within the time specified, the sale may be canceled forthwith without any responsibility or liability on Quasar’s part or on the part of the Funds to Dealer or its Customers. In addition, Dealer will be responsible to the Fund and/or Quasar for any losses suffered on the transaction.

 

4. Procedures for Redemption, Repurchase and Exchange. Redemptions or repurchases of Shares as well as exchange requests shall be made in accordance with the procedures set forth in each Fund’s Prospectus, and to the extent consistent with the Prospectus, written instructions forwarded to Dealer by Quasar from time to time.

 

5. Compensation. On each purchase of Shares by Dealer from Quasar, Dealer shall be entitled to receive such dealer allowances, concessions, finder’s fees, sales charges, discounts and other compensation, if any, as described and set forth in each Fund’s Prospectus. Sales charges and discounts to dealers, if any, may be subject to reductions under a variety of circumstances if described in each Fund’s Prospectus. To obtain any such reductions, Quasar must be notified when a sale takes place that would qualify for the reduced charge. If any Shares sold by Dealer under the terms of this Agreement are redeemed by a Fund or tendered for redemption or repurchased by a Fund or by Quasar as agent within seven business days after the date Dealer purchased such Shares, Dealer shall notify Quasar in writing and shall forfeit its right to any discount or commission received by or allowed to Dealer from the original sale. Dealer shall not be entitled to any compensation for its services under any 12b-1 plan in effect for a Fund unless Dealer has signed a related agreement.

 

6. Expenses. Dealer agrees that it will bear all expenses incurred in connection with its performance of this Agreement.

 

7. Dealer Registration.

 

(a) Dealer represents and warrants that it (i) is registered as a broker-dealer under the Securities Exchange Act of 1934 (the “1934 Act”) or is exempt from registration as a broker-dealer under the 1934 Act, (ii) is qualified as

 

 

 

 

a broker-dealer in all states or other jurisdictions in which it sells Fund Shares or is exempt from registration as a broker-dealer in all states or other jurisdictions in which it sells Fund Shares, and, (iii) if it sells Shares in additional states or jurisdictions in the future, will become qualified to act as a broker-dealer in each such state or jurisdiction prior to selling any Fund Shares or will confirm an exemption from registration as a broker-dealer in each such state or jurisdiction prior to selling any Fund Shares.

 

(b) Dealer shall maintain any filings and licenses required by federal and state laws to conduct the business contemplated under this Agreement. Dealer agrees to notify Quasar immediately in the event of any finding that it violated any applicable federal or state law, rule or regulation arising out of its activities as a broker-dealer or in connection with this Agreement, or which may otherwise affect in any material way its ability to act in accordance with the terms of this Agreement.

 

(c) If Dealer is registered as a “bank,” as such term is defined in Section 3(a)(6) of the 1934 Act, Dealer further represents and warrants that it is a member of the Federal Deposit Insurance Corporation (“FDIC”) in good standing and agrees to notify Quasar immediately of any changes in Dealer’s status with the FDIC.

 

(d) If Dealer is registered as a broker-dealer under the 1934 Act, Dealer represents and warrants that it is a member in good standing of the Financial Industry Regulatory Authority (“FINRA”) and that it agrees to abide by the Conduct Rules of the FINRA. Dealer agrees to notify Quasar immediately in the event of its expulsion or suspension from the FINRA.

 

(e) If Dealer is registered as a broker-dealer under the 1934 Act, Dealer further represents and warrants that it is a member of the Securities Investor Protection Corporation (“SIPC”) in good standing and agrees to notify Quasar immediately of any changes in Dealer’s status with SIPC.

 

8. Compliance With Federal and State Laws.

 

(a) Dealer will not sell any of the Shares except in compliance with all applicable federal and state securities and banking laws. In connection with sales and offers to sell Shares, Dealer will furnish or cause to be furnished to each person to whom any such sale or offer is made, at or prior to the time of offering or sale, a copy of the Prospectus and, if requested, the related Statement of Additional Information (“SAI”). Quasar shall be under no liability to Dealer except for lack of good faith and for obligations expressly assumed by Quasar herein. Nothing herein contained, however, shall be deemed to be a condition, stipulation or provision binding any persons acquiring any security to waive compliance with, or to relieve the parties hereto from any liability arising under, the federal securities laws.

 

(b) Quasar or its agent shall, from time to time, inform Dealer as to the states and jurisdictions in which Quasar believes the Shares have been qualified for sale under, or are exempt from the requirements of, the respective securities laws of such states and jurisdictions. Dealer agrees that it will not knowingly offer or sell Shares in any state or jurisdiction in which such Shares are not qualified, unless any such offer or sale is made in a transaction that qualifies for an exemption from registration.

 

(c) Quasar assumes no responsibility in connection with the registration of Dealer under the laws of the various states or under federal law or Dealer’s qualification under any such law to offer or sell Shares.

 

9. Unauthorized Representations. No person is authorized to make any representations concerning Shares of the Funds except those contained in the Prospectus, SAI and printed information issued by each Fund or by Quasar as information supplemental to each Prospectus. Quasar shall, upon request, supply Dealer with reasonable quantities of Prospectuses and SAIs. Dealer agrees not to use other advertising or sales material relating to the Funds unless approved by Quasar in advance of such use. Neither party shall use the name of the other party in any manner without the other party’s written consent, except as required by any applicable federal or state law, rule or regulation, and except pursuant to any mutually agreed upon promotional programs.

 

10. Confirmations. Dealer agrees to send confirmations of orders to its Customers as required by Rule 10b-10 of the 1934 Act and applicable banking laws and regulations. In the event the Customers of Dealer place orders

 

 

 

 

directly with the Fund or any of its agents, confirmations will be sent to such Customers, as required, by the Fund’s transfer agent.

 

11. Records. Dealer agrees to maintain all records required by applicable state and federal laws and regulations relating to the offer and sale of Shares to its Customers, and upon the reasonable request of Quasar, or of the Funds, to make these records available to Quasar or the Fund’s administrator as reasonably requested. On orders placed directly with the Fund or its agents, the Fund’s transfer agent will maintain all records required by state and federal laws and regulations relating to the offer and sale of Shares.

 

12. Taxpayer Identification Numbers. Dealer agrees to obtain any taxpayer identification number certification from its Customers required under the Internal Revenue Code and any applicable Treasury regulations, and to provide Quasar or its designee with timely written notice of any failure to obtain such taxpayer identification number certification in order to enable the implementation of any required backup withholding.

 

13. Indemnification.

 

(a) Dealer shall indemnify and hold harmless Quasar, each Fund, the transfer agent and administrator of the Funds, and their respective affiliates, officers, directors, agents, employees and controlling persons from all direct or indirect liabilities, losses or costs (including reasonable attorneys’ fees) arising from, related to or otherwise connected with any breach by Dealer of any provision of this Agreement.

 

(b) Quasar shall indemnify and hold harmless Dealer and its affiliates, officers, directors, agents, employees and controlling persons from and against any and all direct or indirect liabilities, losses or costs (including reasonable attorneys’ fees) arising from, related to or otherwise connected with any breach by Quasar of any provision of this Agreement.

 

(c) The agreement of the parties in this Paragraph to indemnify each other is conditioned upon the party entitled to indemnification (the “Indemnified Party”) notifying the other party (the “Indemnifying Party”) promptly after the summons or other first legal process for any claim as to which indemnity may be sought is served on the Indemnified Party, unless failure to give such notice does not prejudice the Indemnifying Party. The Indemnified Party shall permit the Indemnifying Party to assume the defense of any such claim or any litigation resulting from it, provided that counsel for the Indemnifying Party who shall conduct the defense of such claim or litigation shall be approved by the Indemnified Party (which approval shall not unreasonably be withheld), and that the Indemnified Party may participate in such defense at its expense. The failure of the Indemnified Party to give notice as provided in this subparagraph (c) shall not relieve the Indemnifying Party from any liability other than its indemnity obligation under this Paragraph. No Indemnifying Party, in the defense of any such claim or litigation, shall, without the written consent of the Indemnified Party, consent to entry of any judgment or enter into any settlement that does not include as an unconditional term the giving by the claimant or plaintiff to the Indemnified Party of a release from all liability in respect to such claim or litigation.

 

14. No Agency Created. Nothing in this Agreement shall be deemed or construed to make Dealer an employee, agent, representative or partner of any of the Funds or of Quasar, and Dealer is not authorized to act for Quasar or for any Fund or to make any representations on Quasar’s or the Funds’ behalf. Dealer acknowledges that this Agreement is not exclusive and that Quasar may enter into similar arrangements with other institutions.

 

15. Term, Termination, Assignment and Amendment.

 

(a) This Agreement shall commence on the date first set forth above and shall continue in effect with respect to a Fund for more than one year only so long as such continuance is specifically approved by such Fund at least annually in conformity with the requirements of the 1940 Act.

 

(b) Either party to this Agreement may terminate this Agreement by giving ten days’ written notice to the other.

 

 

 

 

(c) This Agreement shall terminate automatically with respect to any Fund if (i) any bankruptcy, insolvency or receivership proceedings, or an assignment for the benefit of creditors, is brought under any federal or state law by or against Dealer, (ii) Dealer’s registration, if any, as a broker-dealer with the Securities and Exchange Commission is suspended or revoked, (iii) Dealer’s FINRA membership, if any, is suspended or revoked, (iv) Dealer is not registered as a broker-dealer under the 1934 Act or in a state or other jurisdiction in which it sells Fund Shares and there is not an applicable exemption from registration as a broker-dealer under the 1934 Act or in the state or other jurisdiction in which it sells Fund Shares, (v) an application for a protective decree under the provisions of the Securities Investor Protection Act of 1970 is filed against Dealer, or (vi) the Distribution Agreement between Quasar and such Fund is terminated (including as a result of an assignment). This Agreement also shall terminate automatically in the event of its “assignment,” within the meaning of the 1940 Act.

 

(d) Termination of this Agreement by operation of this Paragraph 15 shall not affect any unpaid obligations under Paragraphs 3, 5 or 6 of this Agreement or the liability, legal and indemnity obligations set forth under Paragraphs 7, 8, 9 or 13 of this Agreement.

 

(e) This Agreement may be amended by Quasar upon written notice to Dealer, and Dealer shall be deemed to have consented to such amendment upon effecting any purchases of Shares for its own account or on behalf of any Customer’s accounts following Dealer’s receipt of such notice.

 

16. Notices. Except as otherwise specifically provided in this Agreement, any notice required or permitted to be given by either party to the other shall be in writing and shall be deemed to have been given on the date delivered personally or by courier service or 3 days after sent by registered or certified mail, postage prepaid, return receipt requested or on the date sent and confirmed received by facsimile transmission to the other party’s address set forth below:

  

Notice to Quasar shall be sent to:

Quasar Distributors, LLC

3 Canal Plaza, Suite 100

Portland, ME 04101

Attn: Legal

notice to Dealer shall be sent to:

 

 

 

 

 

 

 

 

 

 

 

 

 

17. Miscellaneous. The captions in this Agreement are included for convenience of reference only and in no way define or delimit any of the provisions hereof or otherwise affect their construction or effect. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors.

 

18. Governing Law. This Agreement shall be construed in accordance with the laws (without regard, however, to conflicts of law principles) of the State of Wisconsin, provided that no provision shall be construed in a manner not consistent with the 1940 Act or any rule or regulation thereunder.

 

19. Arbitration. Any controversy or claim arising out of or relating to this Agreement, or any breach thereof, shall be settled by arbitration in accordance with the then existing FINRA Code of Arbitration Procedure. Any arbitration shall be conducted in Milwaukee, Wisconsin, and each arbitrator shall be from the securities industry. Judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof.

 

20. Confidentiality. Quasar and Dealer agree to preserve the confidentiality of any and all materials and information furnished by either party in connection with this Agreement. The provisions of this Paragraph shall not apply to any information which is: (a) independently developed by the receiving party, provided the receiving party can satisfactorily demonstrate such independent development with appropriate documentation; (b) known to the receiving party prior to disclosure by the disclosing party; (c) lawfully disclosed to the receiving party by a third party

 

 

 

 

not under a separate duty of confidentiality with respect thereto to the disclosing party; or (d) otherwise publicly available through no fault or breach by the receiving party.

 

In accordance with Regulation S-P, the parties hereto will not disclose any non-public personal information, as defined in Regulation S-P, regarding any Customer; provided, however, that Dealer or Quasar may disclose such information to any party as necessary in the ordinary course of business to carry out the purposes for which such information was disclosed to Dealer or Quasar, or as may be required by law. Both parties agree to use reasonable precautions to protect and prevent the unintentional disclosure of such non-public personal information.

 

21. Anti-Money Laundering Program. Dealer represents and warrants that it has adopted an anti-money laundering program (“AML Program”) that complies with the Bank Secrecy Act, as amended by the USA PATRIOT Act, and any future amendments (the “PATRIOT Act,” and together with the Bank Secrecy Act, the “Act”), the rules and regulations under the Act, and the rules, regulations and regulatory guidance of the SEC, the FINRA or any other applicable self-regulatory organization (collectively, “AML Rules and Regulations”). Dealer further represents that its AML Program, at a minimum, (a) designates a compliance officer to administer and oversee the AML Program, (b) provides ongoing employee training, (c) includes an independent audit function to test the effectiveness of the AML Program, (d) establishes internal policies, procedures, and controls that are tailored to its particular business, (e) will include a customer identification program consistent with the rules under section 326 of the Act, (f) provides for the filing of all necessary anti-money laundering reports including, but not limited to, currency transaction reports and suspicious activity reports, (g) provides for screening all new and existing customers against the Office of Foreign Asset Control (“OFAC”) list and any other government list that is or becomes required under the Act, and (h) allows for appropriate regulators to examine Dealer’s AML books and records.

 

22. Market Timing. Dealer represents that it has and will maintain policies and procedures to detect and prevent any market timing transaction that contravenes the restrictions or prohibitions on market timing, if any, as found in the Funds’ Prospectus and/or SAI. Dealer acknowledges that it is responsible for the sales activities of its licensed representatives including, among other things, improper trading activity in violation of the terms and conditions of the Funds’ Prospectus.

 

(signature page follows)

 

 

 

 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their officers designated as of the day and year first written above.

 

 

QUASAR DISTRIBUTORS, LLC

 

 

 

 

By:

 

 

Name and Title: Mark Fairbanks, Vice President

 

 

 

 

[DEALER]

 

 

 

 

By:

 

 

Name and

Title:

 

 

 

 

 

Schedule A

First American Funds

 

First American Funds Trust

Government Obligations Fund

Institutional Prime Obligations Fund

Retail Prime Obligations Fund

Retail Tax Free Obligations Fund

Treasury Obligations Fund

U.S. Treasury Money Market Fund

 

 

 


Exhibit (g)(1)

 

CUSTODY AGREEMENT

 

THIS AGREEMENT is made and entered into as of this 15th day of November, 2021, by and between FIRST AMERICAN FUNDS TRUST, a Massachusetts business trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Cincinnati, Ohio (the “Custodian”).

 

WHEREAS, the Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and is authorized to issue shares of beneficial interest in separate series, with each such series representing interests in a separate portfolio of securities and other assets;

 

WHEREAS, the Custodian is a bank having the qualifications prescribed in Section 26(a)(1) of the 1940 Act;

 

WHEREAS, the Trust desires to retain the Custodian to act as custodian of the cash and securities of each series of the Trust listed on Exhibit C hereto (as amended from time to time) (individually and collectively, the “Series”); and

 

WHEREAS, the Board of Trustees of the Trust (the “Board”) has delegated to the Custodian the responsibilities set forth in Rule 17f-5(c) under the 1940 Act and the Custodian is willing to undertake the responsibilities and serve as the foreign custody manager for the Trust.

 

NOW, THEREFORE, in consideration of the promises and mutual covenants herein contained, and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto, intending to be legally bound, do hereby agree as follows:

 

ARTICLE I
CERTAIN DEFINITIONS

 

Whenever used in this Agreement, the following words and phrases shall have the meanings set forth below unless the context otherwise requires:

 

 

1.1

“Authorized Person” means any Officer or other person duly authorized by resolution of the Board to give Oral Instructions and Written Instructions on behalf of the Series named in the resolution of the Board, certified by an Officer and attached hereto as Exhibit A, or in any subsequent resolution of the Board, certified by an Officer, as may be received by the Custodian from time to time.

     

 

1.2

“Board” shall mean the trustees from time to time serving under the ‘Trust’s declaration of trust, as amended from time to time.

     

 

1.3

“Book-Entry System” shall mean a federal book-entry system as provided in Subpart O of Treasury Circular No. 300, 31 CFR 306, in Subpart B of 31 CFR Part 350, or in such book-entry regulations of federal agencies as are substantially in the form of such Subpart O.

     

 

1.4

“Business Day” shall mean any day recognized as a settlement day by The New York Stock Exchange, Inc., and any other day for which the Trust computes the net asset value of Shares of the Series.

     

 

1.5

“Eligible Foreign Custodian” has the meaning set forth in Rule 17f-5(a)(1), including a majority-owned or indirect subsidiary of a U.S. Bank (as defined in Rule 17f-5), a bank holding company meeting the requirements of an Eligible Foreign Custodian (as set forth in Rule 17f-5 or by other appropriate action of the SEC), or a foreign branch of a Bank (as defined in Section 2(a)(5) of the 1940 Act) meeting the requirements of a custodian under Section 17(f) of the 1940 Act; the term does not include any Eligible Securities Depository.

 

 

 

 

 

1.6

“Eligible Securities Depository” shall mean a system for the central handling of securities as that term is defined in Rule 17f-4 and 17f-7 under the 1940 Act.

     

 

1.7

“Foreign Securities” means any of the Series investments (including foreign currencies) for which the primary market is outside the United States and such cash and cash equivalents as are reasonably necessary to effect the Series’ transactions in such investments.

     

 

1.8

“Series Custody Account” shall mean any of the accounts in the name of the Trust, which is provided for in Section 3.2 below.

     

 

1.9

“IRS” shall mean the Internal Revenue Service.

     

 

1.10

“NASD” shall mean The National Association of Securities Dealers, Inc.

     

 

1.11

“Officer” shall mean the Chairman, President, any Vice President, any Assistant Vice President, the Secretary, any Assistant Secretary, the Treasurer, or any Assistant Treasurer of the Trust.

     

 

1.12

“Oral Instructions” shall mean instructions orally transmitted to and accepted by the Custodian because such instructions are: (i) reasonably believed by the Custodian to have been given by any two Authorized Persons, (ii) recorded and kept among the records of the Custodian made in the ordinary course of business, and (iii) orally confirmed by the Custodian. The Trust shall cause all Oral Instructions to be confirmed by Written Instructions prior to the end of the next Business Day. If such Written Instructions confirming Oral Instructions are not received by the Custodian prior to a transaction, it shall in no way affect the validity of the transaction or the authorization thereof by the Trust. If Oral Instructions vary from the Written Instructions that purport to confirm them, the Custodian shall notify the Trust of such variance but such Oral Instructions will govern unless the Custodian has not yet acted.

     

 

1.13

“Proper Instructions” shall mean Oral Instructions or Written Instructions.

     

 

1.14

“SEC” shall mean the Securities and Exchange Commission.

     

 

1.15

“Securities” shall include, without limitation, common and preferred stocks, bonds, call options, put options, debentures, notes, bank certificates of deposit, bankers’ acceptances, mortgage-backed securities or other obligations, and any certificates, receipts, warrants or other instruments or documents representing rights to receive, purchase or subscribe for the same, or evidencing or representing any other rights or interests therein, or any similar property or assets that the Custodian or its agents have the facilities to clear and service.

     

 

1.16

“Securities Depository” shall mean The Depository Trust Company and any other clearing agency registered with the SEC under Section 17A of the Securities Exchange Act of 1934, as amended (the “1934 Act”), which acts as a system for the central handling of Securities where all Securities of any particular class or series of an issuer deposited within the system are treated as fungible and may be transferred or pledged by bookkeeping entry without physical delivery of the Securities.

     

 

1.17

“Shares” shall mean, with respect to a Series, the units of beneficial interest issued by the Trust on account of the Series.

     

 

1.18

“Sub-Custodian” shall mean and include (i) any branch of a “U.S. bank,” as that term is defined in Rule 17f-5 under the 1940 Act, and (ii) any “Eligible Foreign Custodian” having a contract with the Custodian, or its agent, which the Custodian has determined will provide reasonable care of assets of the Series based on the standards specified in Section 3.3 below. Such contract shall be in writing and shall include provisions that provide: (i) for indemnification or insurance arrangements (or any

 

2

 

 

combination of the foregoing) such that the Series will be adequately protected against the risk of loss of assets held in accordance with such contract; (ii) that the Foreign Securities will not be subject to any right, charge, security interest, lien or claim of any kind in favor of the Sub-Custodian or its creditors except a claim of payment for their safe custody or administration, in the case of cash deposits, liens or rights in favor of creditors of the Sub-Custodian arising under bankruptcy, insolvency, or similar laws; (iii) that beneficial ownership for the Foreign Securities will be freely transferable without the payment of money or value other than for safe custody or administration; (iv) that adequate records will be maintained identifying the assets as belonging to the Series or as being held by a third party for the benefit of the Series; (v) that the Series’ independent public accountants will be given access to those records or confirmation of the contents of those records; and (vi) that the Series will receive periodic reports with respect to the safekeeping of the Series’ assets, including, but not limited to, notification of any transfer to or from a Series’ account or a third party account containing assets held for the benefit of the Series. Such contract may contain, in lieu of any or all of the provisions specified in (i)-(vi) above, such other provisions that the Custodian determines will provide, in their entirety, the same or a greater level of care and protection for Series assets as the specified provisions.

 

 

1.19

“Written Instructions” shall mean (i) written communications actually received by the Custodian and signed by any two Authorized Persons, (ii) communications by telex or any other such system from one or more persons reasonably believed by the Custodian to be Authorized Persons, or (iii) communications between electro-mechanical or electronic devices provided that the use of such devices and the procedures for the use thereof shall have been approved by resolutions of the Board, a copy of which, certified by an Officer, shall have been delivered to the Custodian.

 

ARTICLE II
APPOINTMENT OF CUSTODIAN

 

 

2.1

Appointment. The Trust hereby appoints the Custodian as custodian of all Securities and cash owned by or in the possession of the Series at any time during the period of this Agreement, on the terms and conditions set forth in this Agreement, and the Custodian hereby accepts such appointment and agrees to perform the services and duties set forth in this Agreement. The Trust hereby delegates to the Custodian, subject to Rule 17f-5(b), the responsibilities with respect to the Series’ Foreign Securities, and the Custodian hereby accepts such delegation as foreign custody manager with respect to the Series. The services and duties of the Custodian shall be confined to those matters expressly set forth herein, and no implied duties are assumed by or may be asserted against the Custodian hereunder.

     

 

2.2

Documents to be Furnished. The following documents, including any amendments thereto, will be provided contemporaneously with the execution of the Agreement to the Custodian by the Trust:

     

 

(a)

A copy of the Trust’s declaration of trust, certified by the Secretary;

     

 

(b)

A copy of the Trust’s bylaws, certified by the Secretary;

     

 

(c)

A copy of the resolution of the Board appointing the Custodian, certified by the Secretary;

     

 

(d)

A copy of the current prospectus of the Series (the “Prospectus”);

     

 

(e)

A certification of the Chairman, the President, or the Secretary of the Trust setting forth the names and signatures of the current Officers of the Trust and other Authorized Persons; and

 

3

 

 

 

(f)

An executed authorization required by the Shareholder Communications Act of 1985, attached hereto as Exhibit E.

     

 

2.3

Notice of Appointment of Transfer Agent. The Trust agrees to notify the Custodian in writing of the appointment, termination or change in appointment of any transfer agent of the Series.

 

ARTICLE III
CUSTODY OF CASH AND SECURITIES

 

 

3.1

Segregation. All Securities and non-cash property held by the Custodian for the account of the Series (other than Securities maintained in a Securities Depository, Eligible Securities Depository or Book-Entry System) shall be physically segregated from other Securities and non-cash property in the possession of the Custodian (including the Securities and non-cash property of the other series of the Trust, if applicable) and shall be identified as subject to this Agreement.

     

 

3.2

Series Custody Accounts. As to each Series, the Custodian shall open and maintain in its trust department a custody account in the name of the Trust coupled with the name of the Series, subject only to draft or order of the Custodian, in which the Custodian shall enter and carry all Securities, cash and other assets of such Series which are delivered to it.

     

 

3.3

Appointment of Agents.

     

 

(a)

In its discretion, the Custodian may appoint one or more Sub-Custodians to establish and maintain arrangements with (i) Eligible Securities Depositories or (ii) Eligible Foreign Custodians who are members of the Sub-Custodian’s network to hold Securities and cash of the Series and to carry out such other provisions of this Agreement as it may determine; provided, however, that the appointment of any such agents and maintenance of any Securities and cash of the Series shall be at the Custodian’s expense and shall not relieve the Custodian of any of its obligations or liabilities under this Agreement. The Custodian shall be liable for the actions of any Sub-Custodians (regardless of whether assets are maintained in the custody of a Sub-Custodian, a member of its network or an Eligible Securities Depository) appointed by it as if such actions had been done by the Custodian.

     

 

(b)

If, after the initial appointment of Sub-Custodians by the Board in connection with this Agreement, the Custodian wishes to appoint other Sub-Custodians to hold property of the Series, it will so notify the Trust and make the necessary determinations as to any such new Sub-Custodian’s eligibility under Rule 17f-5 under the 1940 Act.

     

 

(c)

In performing its delegated responsibilities as foreign custody manager to place or maintain the Series’ assets with a Sub-Custodian, the Custodian will determine that the Series’ assets will be subject to reasonable care, based on the standards applicable to custodians in the country in which the Series’ assets will be held by that Sub-Custodian, after considering all factors relevant to safekeeping of such assets, including, without limitation the factors specified in Rule 17f-5(c)(1).

     

 

(d)

The agreement between the Custodian and each Sub-Custodian acting hereunder shall contain the required provisions set forth in Rule 17f-5(c)(2) under the 1940 Act.

     

 

(e)

At the end of each calendar quarter, the Custodian shall provide written reports notifying the Board of the withdrawal or placement of the Securities and cash of the Series with a Sub-Custodian and of any material changes in the Series’ arrangements. Such reports shall include an analysis of the custody risks associated with maintaining assets with any Eligible Securities Depositories. The Custodian shall promptly take such steps as may be

 

4

 

 

required to withdraw assets of the Series from any Sub-Custodian arrangement that has ceased to meet the requirements of Rule 17f-5 or Rule 17f-7 under the 1940 Act, as applicable.

 

 

(f)

With respect to its responsibilities under this Section 3.3, the Custodian hereby warrants to the Trust that it agrees to exercise reasonable care, prudence and diligence such as a person having responsibility for the safekeeping of property of the Series. The Custodian further warrants that the Series’ assets will be subject to reasonable care if maintained with a Sub-Custodian, after considering all factors relevant to the safekeeping of such assets, including, without limitation: (i) the Sub-Custodian’s practices, procedures, and internal controls for certificated securities (if applicable), its method of keeping custodial records, and its security and data protection practices; (ii) whether the Sub-Custodian has the requisite financial strength to provide reasonable care for Series assets; (iii) the Sub-Custodian’s general reputation and standing and, in the case of a Securities Depository, the Securities Depository’s operating history and number of participants; and (iv) whether the Series will have jurisdiction over and be able to enforce judgments against the Sub-Custodian, such as by virtue of the existence of any offices of the Sub-Custodian in the United States or the Sub-Custodian’s consent to service of process in the United States.

     

 

(g)

The Custodian shall establish a system or ensure that its Sub-Custodian has established a system to monitor on a continuing basis (i) the appropriateness of maintaining the Series’ assets with a Sub-Custodian or Eligible Foreign Custodians who are members of a Sub-Custodian’s network; (ii) the performance of the contract governing the Series’ arrangements with such Sub-Custodian or Eligible Foreign Custodian’s members of a Sub-Custodian’s network; and (iii) the custody risks of maintaining assets with an Eligible Securities Depository. The Custodian must promptly notify the Series or its investment adviser of any material change in these risks.

     

 

(h)

The Custodian shall use reasonable commercial efforts to collect all income and other payments with respect to Foreign Securities to which the Series shall be entitled and shall credit such income, as collected, to the Trust. In the event that extraordinary measures are required to collect such income, the Trust and Custodian shall consult as to the measurers and as to the compensation and expenses of the Custodian relating to such measures.

     

 

3.4

Delivery of Assets to Custodian. The Trust shall deliver, or cause to be delivered, to the Custodian all of the Series’ Securities, cash and other investment assets, including (i) all payments of income, payments of principal and capital distributions received by the Series with respect to such Securities, cash or other assets owned by the Series at any time during the period of this Agreement, and (ii) all cash received by the Series for the issuance of Shares. The Custodian shall not be responsible for such Securities, cash or other assets until actually received by it.

     

 

3.5

Securities Depositories and Book-Entry Systems. The Custodian may deposit and/or maintain Securities of the Series in a Securities Depository or in a Book-Entry System, subject to the following provisions:

     

 

(a)

The Custodian, on an on-going basis, shall deposit in a Securities Depository or Book-Entry System all Securities eligible for deposit therein and shall make use of such Securities Depository or Book-Entry System to the extent possible and practical in connection with its performance hereunder, including, without limitation, in connection with settlements of purchases and sales of Securities, loans of Securities, and deliveries and returns of collateral consisting of Securities.

 

5

 

 

 

(b)

Securities of the Series kept in a Book-Entry System or Securities Depository shall be kept in an account (“Depository Account”) of the Custodian in such Book-Entry System or Securities Depository which includes only assets held by the Custodian as a fiduciary, custodian or otherwise for customers.

     

 

(c)

The records of the Custodian with respect to Securities of the Series maintained in a Book-Entry System or Securities Depository shall, by book-entry, identify such Securities as belonging to the Series.

     

 

(d)

If Securities purchased by the Series are to be held in a Book-Entry System or Securities Depository, the Custodian shall pay for such Securities upon (i) receipt of advice from the Book-Entry System or Securities Depository that such Securities have been transferred to the Depository Account, and (ii) the making of an entry on the records of the Custodian to reflect such payment and transfer for the account of the Series. If Securities sold by the Series are held in a Book-Entry System or Securities Depository, the Custodian shall transfer such Securities upon (i) receipt of advice from the Book-Entry System or Securities Depository that payment for such Securities has been transferred to the Depository Account, and (ii) the making of an entry on the records of the Custodian to reflect such transfer and payment for the account of the Series.

     

 

(e)

The Custodian shall provide the Trust with copies of any report (obtained by the Custodian from a Book-Entry System or Securities Depository in which Securities of the Series are kept) on the internal accounting controls and procedures for safeguarding Securities deposited in such Book-Entry System or Securities Depository.

     

 

(f)

Notwithstanding anything to the contrary in this Agreement, the Custodian shall be liable to the Trust for any loss or damage to the Series resulting from (i) the use of a Book-Entry System or Securities Depository by reason of any negligence or willful misconduct on the part of the Custodian or any Sub-Custodian, or (ii) failure of the Custodian or any Sub-Custodian to enforce effectively such rights as it may have against a Book-Entry System or Securities Depository. At its election, the Trust shall be subrogated to the rights of the Custodian with respect to any claim against a Book-Entry System or Securities Depository or any other person from any loss or damage to the Series arising from the use of such Book-Entry System or Securities Depository, if and to the extent that the Series has not been made whole for any such loss or damage.

     

 

(g)

With respect to its responsibilities under this Section 3.5 and pursuant to Rule 17f-4 under the 1940 Act, the Custodian hereby warrants to the Trust that it agrees to (i) exercise due care in accordance with reasonable commercial standards in discharging its duty as a securities intermediary to obtain and thereafter maintain such assets, (ii) provide, promptly upon request by the Fund, such reports as are available concerning the Custodian’s internal accounting controls and financial strength, and (iii) require any Sub-Custodian to exercise due care in accordance with reasonable commercial standards in discharging its duty as a securities intermediary to obtain and thereafter maintain assets corresponding to the security entitlements of its entitlement holders.

     

 

3.6

Disbursement of Moneys from Series Custody Account. Upon receipt of Proper Instructions, the Custodian shall disburse moneys from the Series Custody Account but only in the following cases:

     

 

(a)

For the purchase of Securities for the Series but only in accordance with Section 4.1 of this Agreement and only (i) in the case of Securities (other than options on Securities, futures contracts and options on futures contracts), against the delivery to the Custodian (or any Sub-Custodian) of such Securities registered as provided in Section 3.9 below or

 

6

 

 

in proper form for transfer, or if the purchase of such Securities is effected through a Book-Entry System or Securities Depository, in accordance with the conditions set forth in Section 3.5 above; (ii) in the case of options on Securities, against delivery to the Custodian (or any Sub-Custodian) of such receipts as are required by the customs prevailing among dealers in such options; (iii) in the case of futures contracts and options on futures contracts, against delivery to the Custodian (or any Sub-Custodian) of evidence of title thereto in favor of the Series or any nominee referred to in Section 3.9 below; and (iv) in the case of repurchase or reverse repurchase agreements entered into between the Trust and a bank which is a member of the Federal Reserve System or between the Trust and a primary dealer in U.S. Government securities, against delivery of the purchased Securities either in certificate form or through an entry crediting the Custodian’s account at a Book-Entry System or Securities Depository with such Securities;

 

 

(b)

In connection with the conversion, exchange or surrender, as set forth in Section 3.7(f) below, of Securities owned by the Series;

     

 

(c)

For the payment of any dividends or capital gain distributions declared by the Series;

     

 

(d)

In payment of the redemption price of Shares as provided in Section 5.1 below;

     

 

(e)

For the payment of any expense or liability incurred by the Series, including, but not limited to, the following payments for the account of the Series: interest; taxes; administration, investment advisory, accounting, auditing, transfer agent, custodian, trustee and legal fees; and other operating expenses of the Series; in all cases, whether or not such expenses are to be in whole or in part capitalized or treated as deferred expenses;

     

 

(f)

For transfer in accordance with the provisions of any agreement among the Trust, the Custodian and a broker-dealer registered under the 1934 Act and a member of the NASD, relating to compliance with rules of the Options Clearing Corporation and of any registered national securities exchange (or of any similar organization or organizations) regarding escrow or other arrangements in connection with transactions by the Series;

     

 

(g)

For transfer in accordance with the provisions of any agreement among the Trust, the Custodian and a futures commission merchant registered under the Commodity Exchange Act, relating to compliance with the rules of the Commodity Futures Trading Commission and/or any contract market (or any similar organization or organizations) regarding account deposits in connection with transactions by the Series;

     

 

(h)

For the funding of any uncertificated time deposit or other interest-bearing account with any banking institution (including the Custodian), which deposit or account has a term of one year or less; and

     

 

(i)

For any other proper purpose, but only upon receipt, in addition to Proper Instructions, of a copy of a resolution of the Board, certified by an Officer, specifying the amount and purpose of such payment, declaring such purpose to be a proper corporate purpose, and naming the person or persons to whom such payment is to be made.

     

 

3.7

Delivery of Securities from Series Custody Account. Upon receipt of Proper Instructions, the Custodian shall release and deliver, or cause the Sub-Custodian to release and deliver, Securities from the Series Custody Account but only in the following cases:

 

7

 

 

 

(a)

Upon the sale of Securities for the account of the Series but only against receipt of payment therefor in cash, by certified or cashiers check or bank credit;

     

 

(b)

In the case of a sale effected through a Book-Entry System or Securities Depository, in accordance with the provisions of Section 3.5 above;

     

 

(c)

To an offeror’s depository agent in connection with tender or other similar offers for Securities of the Series; provided that, in any such case, the cash or other consideration is to be delivered to the Custodian;

     

 

(d)

To the issuer thereof or its agent (i) for transfer into the name of the Series, the Custodian or any Sub-Custodian, or any nominee or nominees of any of the foregoing, or (ii) for exchange for a different number of certificates or other evidence representing the same aggregate face amount or number of units; provided that, in any such case, the new Securities are to be delivered to the Custodian;

     

 

(e)

To the broker selling the Securities, for examination in accordance with the “street delivery” custom;

     

 

(f)

For exchange or conversion pursuant to any plan of merger, consolidation, recapitalization, reorganization or readjustment of the issuer of such Securities, or pursuant to provisions for conversion contained in such Securities, or pursuant to any deposit agreement, including surrender or receipt of underlying Securities in connection with the issuance or cancellation of depository receipts; provided that, in any such case, the new Securities and cash, if any, are to be delivered to the Custodian;

     

 

(g)

Upon receipt of payment therefor pursuant to any repurchase or reverse repurchase agreement entered into by the Series;

     

 

(h)

In the case of warrants, rights or similar Securities, upon the exercise thereof, provided that, in any such case, the new Securities and cash, if any, are to be delivered to the Custodian;

     

 

(i)

For delivery in connection with any loans of Securities of the Series, but only against receipt of such collateral as the Trust shall have specified to the Custodian in Proper Instructions;

 

(j)

For delivery as security in connection with any borrowings by the Series requiring a pledge of assets by the Trust, but only against receipt by the Custodian of the amounts borrowed;

     

 

(k)

Pursuant to any authorized plan of liquidation, reorganization, merger, consolidation or recapitalization of the Trust;

     

 

(l)

For delivery in accordance with the provisions of any agreement among the Trust, the Custodian and a broker-dealer registered under the 1934 Act and a member of the NASD, relating to compliance with the rules of the Options Clearing Corporation and of any registered national securities exchange (or of any similar organization or organizations) regarding escrow or other arrangements in connection with transactions by the Series;

     

 

(m)

For delivery in accordance with the provisions of any agreement among the Trust, the Custodian and a futures commission merchant registered under the Commodity Exchange Act, relating to compliance with the rules of the Commodity Futures Trading Commission

 

8

 

 

and/or any contract market (or any similar organization or organizations) regarding account deposits in connection with transactions by the Series;

 

 

(n)

For any other proper corporate purpose, but only upon receipt, in addition to Proper Instructions, of a copy of a resolution of the Board, certified by an Officer, specifying the Securities to be delivered, setting forth the purpose for which such delivery is to be made, declaring such purpose to be a proper corporate purpose, and naming the person or persons to whom delivery of such Securities shall be made; or

     

 

(o)

To brokers, clearing banks or other clearing agents for examination or trade execution in accordance with market custom; provided that in any such case the Custodian shall have no responsibility or liability for any loss arising from the delivery of such securities prior to receiving payment for such securities except as may arise from the Custodian’s own negligence or willful misconduct.

     

 

3.8

Actions Not Requiring Proper Instructions. Unless otherwise instructed by the Trust, the Custodian shall with respect to all Securities held for the Series:

     

 

(a)

Subject to Section 9.4 below, collect on a timely basis all income and other payments to which the Series is entitled either by law or pursuant to custom in the securities business;

     

 

(b)

Present for payment and, subject to Section 9.4 below, collect on a timely basis the amount payable upon all Securities which may mature or be called, redeemed, or retired, or otherwise become payable;

     

 

(c)

Endorse for collection, in the name of the Series, checks, drafts and other negotiable instruments;

     

 

(d)

Surrender interim receipts or Securities in temporary form for Securities in definitive form;

     

 

(e)

Execute, as custodian, any necessary declarations or certificates of ownership under the federal income tax laws or the laws or regulations of any other taxing authority now or hereafter in effect, and prepare and submit reports to the IRS and the Trust at such time, in such manner and containing such information as is prescribed by the IRS;

     

 

(f)

Hold for the Series, either directly or, with respect to Securities held therein, through a Book-Entry System or Securities Depository, all rights and similar Securities issued with respect to Securities of the Series; and

     

 

(g)

In general, and except as otherwise directed in Proper Instructions, attend to all non-discretionary details in connection with the sale, exchange, substitution, purchase, transfer and other dealings with Securities and other assets of the Series.

     

 

3.9

Registration and Transfer of Securities. All Securities held for the Series that are issued or issuable only in bearer form shall be held by the Custodian in that form, provided that any such Securities shall be held in a Book-Entry System if eligible therefor. All other Securities held for the Series may be registered in the name of the Series, the Custodian, a Sub-Custodian or any nominee thereof, or in the name of a Book-Entry System, Securities Depository or any nominee of either thereof. The records of the Custodian with respect to foreign securities of the Series that are maintained with a Sub-Custodian in an account that is identified as belonging to the Custodian for the benefit of its customers shall identify those securities as belonging to the Series. The Trust shall furnish to the Custodian appropriate instruments to enable the Custodian to hold or deliver in proper form

 

9

 

 

for transfer, or to register in the name of any of the nominees referred to above or in the name of a Book-Entry System or Securities Depository, any Securities registered in the name of the Series.

 

 

3.10

Records.

     

 

(a)

The Custodian shall maintain complete and accurate records with respect to Securities, cash or other property held for the Series, including (i) journals or other records of original entry containing an itemized daily record in detail of all receipts and deliveries of Securities and all receipts and disbursements of cash; (ii) ledgers (or other records) reflecting (A) Securities in transfer, (B) Securities in physical possession, (C) monies and Securities borrowed and monies and Securities loaned (together with a record of the collateral therefor and substitutions of such collateral), (D) dividends and interest received, and (E) dividends receivable and interest receivable; (iii) canceled checks and bank records related thereto; and (iv) all records relating to its activities and obligations under this Agreement. The Custodian shall keep such other books and records of the Series as the Trust shall reasonably request, or as may be required by the 1940 Act, including, but not limited to, Section 31 of the 1940 Act and Rule 31a-2 promulgated thereunder.

     

 

(b)

All such books and records maintained by the Custodian shall (i) be maintained in a form acceptable to the Trust and in compliance with the rules and regulations of the SEC, (ii) be the property of the Trust and at all times during the regular business hours of the Custodian be made available upon request for inspection by duly authorized officers, employees or agents of the Trust and employees or agents of the SEC, and (iii) if required to be maintained by Rule 31a-1 under the 1940 Act, be preserved for the periods prescribed in Rules 31a-1 and 31a-2 under the 1940 Act.

     

 

3.11

Series Reports by Custodian. The Custodian shall furnish the Trust with a daily activity statement and a summary of all transfers to or from each Series Custody Account on the day following such transfers. At least monthly, the Custodian shall furnish the Trust with a detailed statement of the Securities and moneys held by the Custodian and the Sub-Custodians for the Series under this Agreement.

     

 

3.12

Other Reports by Custodian. As the Trust may reasonably request from time to time, the Custodian shall provide the Trust with reports on the internal accounting controls and procedures for safeguarding Securities which are employed by the Custodian or any Sub-Custodian.

     

 

3.13

Proxies and Other Materials. The Custodian shall cause all proxies relating to Securities which are not registered in the name of the Series to be promptly executed by the registered holder of such Securities, without indication of the manner in which such proxies are to be voted, and shall promptly deliver to the Trust such proxies, all proxy soliciting materials and all notices relating to such Securities. With respect to the Foreign Securities, the Custodian will use reasonable commercial efforts to facilitate the exercise of voting and other shareholder rights, subject to the laws, regulations and practical constraints that may exist in the country where such securities are issued. The Trust acknowledges that local conditions, including lack of regulation, onerous procedural obligations, lack of notice and other factors may have the effect of severely limiting the ability of the Trust to exercise shareholder rights.

     

 

3.14

Information on Corporate Actions. The Custodian shall promptly deliver to the Trust all information received by the Custodian and pertaining to Securities being held by the Series with respect to optional tender or exchange offers, calls for redemption or purchase, or expiration of rights as described in the Standards of Service Guide attached as Exhibit B. If the Trust desires to take action with respect to any tender offer, exchange offer or other similar transaction, the Trust shall notify

 

10

 

 

the Custodian at least five Business Days prior to the date on which the Custodian is to take such action. The Trust will provide or cause to be provided to the Custodian all relevant information for any Security which has unique put/option provisions at least five Business Days prior to the beginning date of the tender period.

 

ARTICLE IV
PURCHASE AND SALE OF INVESTMENTS OF THE SERIES

 

 

4.1

Purchase of Securities. Promptly upon each purchase of Securities for the Series, Written Instructions shall be delivered to the Custodian, specifying (i) the name of the issuer or writer of such Securities, and the title or other description thereof, (ii) the number of shares, principal amount (and accrued interest, if any) or other units purchased, (iii) the date of purchase and settlement, (iv) the purchase price per unit, (v) the total amount payable upon such purchase, and (vi) the name of the person to whom such amount is payable. The Custodian shall upon receipt of such Securities purchased by the Series pay out of the moneys held for the account of the Series the total amount specified in such Written Instructions to the person named therein. The Custodian shall not be under any obligation to pay out moneys to cover the cost of a purchase of Securities for the Series, if in the Series Custody Account there is insufficient cash available to the Series for which such purchase was made.

     

 

4.2

Liability for Payment in Advance of Receipt of Securities Purchased. In any and every case where payment for the purchase of Securities for the Series is made by the Custodian in advance of receipt of the Securities purchased and in the absence of specified Written Instructions to so pay in advance, the Custodian shall be liable to the Series for such payment.

     

 

4.3

Sale of Securities. Promptly upon each sale of Securities by the Series, Written Instructions shall be delivered to the Custodian, specifying (i) the name of the issuer or writer of such Securities, and the title or other description thereof, (ii) the number of shares, principal amount (and accrued interest, if any), or other units sold, (iii) the date of sale and settlement, (iv) the sale price per unit, (v) the total amount payable upon such sale, and (vi) the person to whom such Securities are to be delivered. Upon receipt of the total amount payable to the Series as specified in such Written Instructions, the Custodian shall deliver such Securities to the person specified in such Written Instructions. Subject to the foregoing, the Custodian may accept payment in such form as shall be satisfactory to it, and may deliver Securities and arrange for payment in accordance with the customs prevailing among dealers in Securities.

     

 

4.4

Delivery of Securities Sold. Notwithstanding Section 4.3 above or any other provision of this Agreement, the Custodian, when instructed to deliver Securities against payment, shall be entitled, if in accordance with generally accepted market practice, to deliver such Securities prior to actual receipt of final payment therefor. In any such case, the Series shall bear the risk that final payment for such Securities may not be made or that such Securities may be returned or otherwise held or disposed of by or through the person to whom they were delivered, and the Custodian shall have no liability for any for the foregoing.

     

 

4.5

Payment for Securities Sold. In its sole discretion and from time to time, the Custodian may credit the Series Custody Account, prior to actual receipt of final payment thereof, with (i) proceeds from the sale of Securities which it has been instructed to deliver against payment, (ii) proceeds from the redemption of Securities or other assets of the Series, and (iii) income from cash, Securities or other assets of the Series. Any such credit shall be conditional upon actual receipt by Custodian of final payment and may be reversed if final payment is not actually received in full. The Custodian may, in its sole discretion and from time to time, permit the Series to use funds so credited to the Series Custody Account in anticipation of actual receipt of final payment. Any such funds shall be

 

11

 

 

repayable immediately upon demand made by the Custodian at any time prior to the actual receipt of all final payments in anticipation of which funds were credited to the Series Custody Account.

 

 

4.6

Advances by Custodian for Settlement. The Custodian may, in its sole discretion and from time to time, advance funds to the Trust to facilitate the settlement of a Series’ transactions in the Series Custody Account. In the event that any advance of funds is made by Custodian on behalf of the Trust, including overdrafts, the Trust agrees to repay the Custodian the amount of the advance plus accrued interest at the prime rate (as published in the Wall Street Journal) minus 100 basis points.

     

 

4.7

Deposit of Cash Balances by Custodian. Cash balances held in the Custodian Account shall be deposited by the Custodian daily in a non-interest bearing deposit transaction account (the “Deposit Account”). The Deposit Account shall qualify for insurance coverage under the Federal Deposit Insurance Corporation’s Temporary Liquidity Guarantee Program, at no cost to the Trust, for as long as such program remains in effect.

 

ARTICLE V
REDEMPTION OF SERIES SHARES

 

 

5.1

Transfer of Funds. From such funds as may be available for the purpose in the relevant Series Custody Account, and upon receipt of Proper Instructions specifying that the funds are required to redeem Shares of the Series, the Custodian shall wire each amount specified in such Proper Instructions to or through such bank or broker-dealer as the Fund may designate.

     

 

5.2

No Duty Regarding Paying Banks. Once the Custodian has wired amounts to a bank or broker-dealer pursuant to Section 5.1 above, the Custodian shall not be under any obligation to effect any further payment or distribution by such bank or broker-dealer.

 

ARTICLE VI
SEGREGATED ACCOUNTS

 

Upon receipt of Proper Instructions, the Custodian shall establish and maintain a segregated account or accounts for and on behalf of the Series, into which account or accounts may be transferred cash and/or Securities, including Securities maintained in a Depository Account:

 

 

(a)

in accordance with the provisions of any agreement among the Fund, the Custodian and a broker-dealer registered under the 1934 Act and a member of the NASD (or any futures commission merchant registered under the Commodity Exchange Act), relating to compliance with the rules of the Options Clearing Corporation and of any registered national securities exchange (or the Commodity Futures Trading Commission or any registered contract market), or of any similar organization or organizations, regarding escrow or other arrangements in connection with transactions by the Series;

     

 

(b)

for purposes of segregating cash or Securities in connection with securities options purchased or written by the Series or in connection with financial futures contracts (or options thereon) purchased or sold by the Series;

     

 

(c)

which constitute collateral for loans of Securities made by the Series;

     

 

(d)

for purposes of compliance by the Series with requirements under the 1940 Act for the maintenance of segregated accounts by registered investment companies in connection with reverse repurchase agreements and when-issued, delayed delivery and firm commitment transactions; and

 

12

 

 

 

(e)

for other proper corporate purposes, but only upon receipt of, in addition to Proper Instructions, a certified copy of a resolution of the Board, certified by an Officer, setting forth the purpose or purposes of such segregated account and declaring such purposes to be proper corporate purposes.

 

Each segregated account established under this Article VI shall be established and maintained for the Series only. All Proper Instructions relating to a segregated account shall specify the Series.

 

ARTICLE VII
COMPENSATION OF CUSTODIAN

 

The Custodian shall be compensated for providing the services set forth in this Agreement in accordance with the fee schedule set forth on Exhibit D hereto (as amended from time to time). The Custodian shall also be compensated for such out-of-pocket expenses (e.g., telecommunication charges, postage and delivery charges, and reproduction charges) as are reasonably incurred by the Custodian in performing its duties hereunder. The Trust shall pay all such fees and reimbursable expenses within 30 calendar days following receipt of the billing notice, except for any fee or expense subject to a good faith dispute. The Trust shall notify the Custodian in writing within 30 calendar days following receipt of each invoice if the Trust is disputing any amounts in good faith. The Trust shall pay such disputed amounts within 10 calendar days of the day on which the parties agree to the amount to be paid. With the exception of any fee or expense the Trust is disputing in good faith as set forth above, unpaid invoices shall accrue a finance charge of 1 1/2% per month after the due date. Notwithstanding anything to the contrary, amounts owed by the Trust to the Custodian shall only be paid out of the assets and property of the particular Series involved.

 

ARTICLE VIII
REPRESENTATIONS AND WARRANTIES

 

 

8.1

Representations and Warranties of the Trust. The Trust hereby represents and warrants to the Custodian, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

     

 

(a)

It is duly organized and existing under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and to perform its obligations hereunder;

     

 

(b)

This Agreement has been duly authorized, executed and delivered by the Trust in accordance with all requisite action and constitutes a valid and legally binding obligation of the Trust, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties; and

     

 

(c)

It is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement.

     

 

8.2

Representations and Warranties of the Custodian. The Custodian hereby represents and warrants to the Trust, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

 

13

 

 

 

(a)

It is duly organized and existing under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and to perform its obligations hereunder;

     

 

(b)

It is a U.S. Bank as defined in section (a)(7) of Rule 17f-5.

     

 

(c)

This Agreement has been duly authorized, executed and delivered by the Custodian in accordance with all requisite action and constitutes a valid and legally binding obligation of the Custodian, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties; and

     

 

(d)

It is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement.

 

ARTICLE IX
CONCERNING THE CUSTODIAN

 

 

9.1

Standard of Care. The Custodian shall exercise reasonable care in the performance of its duties under this Agreement. The Custodian shall not be liable for any error of judgment or mistake of law or for any loss suffered by the Trust in connection with its duties under this Agreement, except a loss arising out of or relating to the Custodian’s (or a Sub-Custodian’s) refusal or failure to comply with the terms of this Agreement (or any sub-custody agreement) or from its (or a Sub-Custodian’s) bad faith, negligence or willful misconduct in the performance of its duties under this Agreement (or any sub-custody agreement). The Custodian shall be entitled to rely on and may act upon advice of counsel on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Custodian shall promptly notify the Trust of any action taken or omitted by the Custodian pursuant to advice of counsel.

     

 

9.2

Actual Collection Required. The Custodian shall not be liable for, or considered to be the custodian of, any cash belonging to the Series or any money represented by a check, draft or other instrument for the payment of money, until the Custodian or its agents actually receive such cash or collect on such instrument.

     

 

9.3

No Responsibility for Title, etc. So long as and to the extent that it is in the exercise of reasonable care, the Custodian shall not be responsible for the title, validity or genuineness of any property or evidence of title thereto received or delivered by it pursuant to this Agreement.

     

 

9.4

Limitation on Duty to Collect. Custodian shall not be required to enforce collection, by legal means or otherwise, of any money or property due and payable with respect to Securities held for the Series if such Securities are in default or payment is not made after due demand or presentation.

     

 

9.5

Reliance Upon Documents and Instructions. The Custodian shall be entitled to rely upon any certificate, notice or other instrument in writing received by it and reasonably believed by it to be genuine. The Custodian shall be entitled to rely upon any Oral Instructions and any Written Instructions actually received by it pursuant to this Agreement.

     

 

9.6

Cooperation. The Custodian shall cooperate with and supply necessary information to the entity or entities appointed by the Trust to keep the books of account of the Series and/or compute the

 

14

 

 

value of the assets of the Series. The Custodian shall take all such reasonable actions as the Trust may from time to time request to enable the Trust to obtain, from year to year, favorable opinions from the Trust’s independent accountants with respect to the Custodian’s activities hereunder in connection with (i) the preparation of the Trust’s reports on Form N-1A and Form N-SAR and any other reports required by the SEC, and (ii) the fulfillment by the Trust of any other requirements of the SEC.

 

ARTICLE X
INDEMNIFICATION

 

 

10.1

Indemnification by Fund. The Trust shall indemnify and hold harmless the Custodian, any Sub-Custodian and any nominee thereof (each, an “Indemnified Party” and collectively, the “Indemnified Parties”) from and against any and all claims, demands, losses, expenses and liabilities of any and every nature (including reasonable attorneys’ fees) that an Indemnified Party may sustain or incur or that may be asserted against an Indemnified Party by any person arising directly or indirectly (i) from the fact that Securities are registered in the name of any such nominee, (ii) from any action taken or omitted to be taken by the Custodian or such Sub-Custodian (a) at the request or direction of or in reliance on the advice of the Trust, or (b) upon Proper Instructions, or (iii) from the performance of its obligations under this Agreement or any sub-custody agreement, provided that neither the Custodian nor any such Sub-Custodian shall be indemnified and held harmless from and against any such claim, demand, loss, expense or liability arising out of or relating to its refusal or failure to comply with the terms of this Agreement (or any sub-custody agreement), or from its bad faith, negligence or willful misconduct in the performance of its duties under this Agreement (or any sub-custody agreement). This indemnity shall be a continuing obligation of the Fund, its successors and assigns, notwithstanding the termination of this Agreement. As used in this paragraph, the terms “Custodian” and “Sub-Custodian” shall include their respective directors, officers and employees.

     

 

10.2

Indemnification by Custodian. The Custodian shall indemnify and hold harmless the Trust from and against any and all claims, demands, losses, expenses, and liabilities of any and every nature (including reasonable attorneys’ fees) that the Trust may sustain or incur or that may be asserted against the Trust by any person arising directly or indirectly out of any action taken or omitted to be taken by an Indemnified Party as a result of the Indemnified Party’s refusal or failure to comply with the terms of this Agreement (or any sub-custody agreement), or from its bad faith, negligence or willful misconduct in the performance of its duties under this Agreement (or any sub-custody agreement). This indemnity shall be a continuing obligation of the Custodian, its successors and assigns, notwithstanding the termination of this Agreement. As used in this paragraph, the term “Fund” shall include the Trust’s trustees, officers and employees.

     

 

10.3

Security. If the Custodian advances cash or Securities to the Series for any purpose, either at the Trust’s request or as otherwise contemplated in this Agreement, or in the event that the Custodian or its nominee incurs, in connection with its performance under this Agreement, any claim, demand, loss, expense or liability (including reasonable attorneys’ fees) (except such as may arise from its or its nominee’s bad faith, negligence or willful misconduct), then, in any such event, any property at any time held for the account of the Series shall be security therefor, and should the Series fail promptly to repay or indemnify the Custodian, the Custodian shall be entitled to utilize available cash of such Series and to dispose of other assets of such Series to the extent necessary to obtain reimbursement or indemnification.

     

 

10.4

Miscellaneous.

     

 

(a)

Neither party to this Agreement shall be liable to the other party for consequential, special or punitive damages under any provision of this Agreement.

 

15

 

 

 

(b)

The indemnity provisions of this Article shall indefinitely survive the termination and/or assignment of this Agreement.

     

 

(c)

In order that the indemnification provisions contained in this Article shall apply, it is understood that if in any case the indemnitor may be asked to indemnify or hold the indemnitee harmless, the indemnitor shall be fully and promptly advised of all pertinent facts concerning the situation in question, and it is further understood that the indemnitee will use all reasonable care to notify the indemnitor promptly concerning any situation that presents or appears likely to present the probability of a claim for indemnification. The indemnitor shall have the option to defend the indemnitee against any claim that may be the subject of this indemnification. In the event that the indemnitor so elects, it will so notify the indemnitee and thereupon the indemnitor shall take over complete defense of the claim, and the indemnitee shall in such situation initiate no further legal or other expenses for which it shall seek indemnification under this section. The indemnitee shall in no case confess any claim or make any compromise in any case in which the indemnitor will be asked to indemnify the indemnitee except with the indemnitor’s prior written consent.

 

ARTICLE XI
FORCE MAJEURE

 

Neither the Custodian nor the Trust shall be liable for any failure or delay in performance of its obligations under this Agreement arising out of or caused, directly or indirectly, by circumstances beyond its reasonable control, including, without limitation, acts of God; earthquakes; fires; floods; wars; civil or military disturbances; acts of terrorism; sabotage; strikes; epidemics; riots; power failures; computer failure and any such circumstances beyond its reasonable control as may cause interruption, loss or malfunction of utility, transportation, computer (hardware or software) or telephone communication service; accidents; labor disputes; acts of civil or military authority; governmental actions; or inability to obtain labor, material, equipment or transportation; provided, however, that in the event of a failure or delay, the Custodian (i) shall not discriminate against the Series in favor of any other customer of the Custodian in making computer time and personnel available to input or process the transactions contemplated by this Agreement, and (ii) shall use its best efforts to ameliorate the effects of any such failure or delay.

 

ARTICLE XII
PROPRIETARY AND CONFIDENTIAL INFORMATION

 

The Custodian agrees on behalf of itself and its directors, officers, and employees to treat confidentially and as proprietary information of the Trust, all records and other information relative to the Trust and prior, present, or potential shareholders of the Trust (and clients of said shareholders), and not to use such records and information for any purpose other than the performance of its responsibilities and duties hereunder, except (i) after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where the Custodian may be exposed to civil or criminal contempt proceedings for failure to comply, (ii) when requested to divulge such information by duly constituted authorities, or (iii) when so requested by the Trust. Records and other information which have become known to the public through no wrongful act of the Custodian or any of its employees, agents or representatives, and information that was already in the possession of the Custodian prior to receipt thereof from the Trust or its agent, shall not be subject to this paragraph.

 

Further, the Custodian will adhere to the privacy policies adopted by the Fund pursuant to Title V of the Gramm-Leach-Bliley Act, as may be modified from time to time. In this regard, the Custodian shall have in place and maintain physical, electronic and procedural safeguards reasonably designed to protect the security, confidentiality and integrity of, and to prevent unauthorized access to or use of, records and information relating to the Trust and its shareholders.

 

16

 

 

ARTICLE XIII
EFFECTIVE PERIOD; TERMINATION

 

 

13.1

Effective Period. This Agreement shall become effective as of the date first written above and will continue in effect for a period of one year.

     

 

13.2

Termination. Subsequent to the initial one-year term, this Agreement may be terminated by either party upon giving 90 days prior written notice to the other party or such shorter period as is mutually agreed upon by the parties. Notwithstanding the foregoing, this Agreement may be terminated by any party upon the breach of the other party of any material term of this Agreement if such breach is not cured within 15 days of notice of such breach to the breaching party. In addition, the Fund may, at any time, immediately terminate this Agreement in the event of the appointment of a conservator or receiver for the Custodian by regulatory authorities or upon the happening of a like event at the direction of an appropriate regulatory agency or court of competent jurisdiction.

     

 

13.3

Appointment of Successor Custodian. If a successor custodian shall have been appointed by the Board, the Custodian shall, upon receipt of a notice of acceptance by the successor custodian, on such specified date of termination (i) deliver directly to the successor custodian all Securities (other than Securities held in a Book-Entry System or Securities Depository) and cash then owned by the Series and held by the Custodian as custodian, and (ii) transfer any Securities held in a Book-Entry System or Securities Depository to an account of or for the benefit of the Series at the successor custodian, provided that the Fund shall have paid to the Custodian all fees, expenses and other amounts to the payment or reimbursement of which it shall then be entitled. In addition, the Custodian shall, at the expense of the Fund, transfer to such successor all relevant books, records, correspondence, and other data established or maintained by the Custodian under this Agreement in a form reasonably acceptable to the Fund (if such form differs from the form in which the Custodian has maintained the same, the Trust shall pay any expenses associated with transferring the data to such form), and will cooperate in the transfer of such duties and responsibilities, including provision for assistance from the Custodian’s personnel in the establishment of books, records, and other data by such successor. Upon such delivery and transfer, the Custodian shall be relieved of all obligations under this Agreement.

     

 

13.4

Failure to Appoint Successor Custodian. If a successor custodian is not designated by the Trust on or before the date of termination of this Agreement, then the Custodian shall have the right to deliver to a bank or trust company of its own selection, which bank or trust company (i) is a “bank” as defined in the 1940 Act, and (ii) has aggregate capital, surplus and undivided profits as shown on its most recent published report of not less than $25 million, all Securities, cash and other property held by Custodian under this Agreement and to transfer to an account of or for the Series at such bank or trust company all Securities of the Series held in a Book-Entry System or Securities Depository. Upon such delivery and transfer, such bank or trust company shall be the successor custodian under this Agreement and the Custodian shall be relieved of all obligations under this Agreement. In addition, under these circumstances, all books, records and other data of the Trust shall be returned to the Trust.

 

ARTICLE XIV
MISCELLANEOUS

 

 

14.1

Compliance with Laws. The Trust has and retains primary responsibility for all compliance matters relating to the Series, including but not limited to compliance with the 1940 Act, the Internal Revenue Code of 1986, the Sarbanes-Oxley Act of 2002, the USA Patriot Act of 2002 and the policies and limitations of the Series relating to its portfolio investments as set forth in its Prospectus and statement of additional information. The Custodian’s services hereunder shall not

 

17

 

 

relieve the Fund of its responsibilities for assuring such compliance or the Board’s oversight responsibility with respect thereto.

 

 

14.2

Amendment. This Agreement may not be amended or modified in any manner except by written agreement executed by the Custodian and the Trust, and authorized or approved by the Board.

     

 

14.3

Assignment. This Agreement shall extend to and be binding upon the parties hereto and their respective successors and assigns; provided, however, that this Agreement shall not be assignable by the Trust without the written consent of the Custodian, or by the Custodian without the written consent of the Trust accompanied by the authorization or approval of the Board.

     

 

14.4

Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to conflicts of law principles. To the extent that the applicable laws of the Commonwealth of Massachusetts, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control, and nothing herein shall be construed in a manner inconsistent with the 1940 Act or any rule or order of the SEC thereunder.

     

 

14.5

No Agency Relationship. Nothing herein contained shall be deemed to authorize or empower either party to act as agent for the other party to this Agreement, or to conduct business in the name, or for the account, of the other party to this Agreement.

     

 

14.6

Services Not Exclusive. Nothing in this Agreement shall limit or restrict the Custodian from providing services to other parties that are similar or identical to some or all of the services provided hereunder.

     

 

14.7

Invalidity. Any provision of this Agreement which may be determined by competent authority to be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. In such case, the parties shall in good faith modify or substitute such provision consistent with the original intent of the parties.

     

 

14.8

Notices. Any notice required or permitted to be given by either party to the other shall be in writing and shall be deemed to have been given on the date delivered personally or by courier service, or three days after sent by registered or certified mail, postage prepaid, return receipt requested, or on the date sent and confirmed received by facsimile transmission to the other party’s address set forth below:

 

Notice to the Custodian shall be sent to:

 

U.S. Bank National Association

425 Walnut Street, M.L. CN-OH-W6TC

Cincinnati, Ohio 45202

Attention: Mutual Fund Custody Services

 

and notice to the Trust shall be sent to:

 

First American Funds Trust

800 Nicollet Mall, BC-MN-H05O

Minneapolis, Minnesota 55402

Attention: Mutual Fund Client Services

 

18

 

 

 

14.9

Multiple Originals. This Agreement may be executed on two or more counterparts, each of which when so executed shall be deemed an original, but such counterparts shall together constitute but one and the same instrument.

     

 

14.10

No Waiver. No failure by either party hereto to exercise, and no delay by such party in exercising, any right hereunder shall operate as a waiver thereof. The exercise by either party hereto of any right hereunder shall not preclude the exercise of any other right, and the remedies provided herein are cumulative and not exclusive of any remedies provided at law or in equity.

     

 

14.11

References to Custodian. The Trust shall not circulate any printed matter which contains any reference to Custodian without the prior written approval of Custodian, excepting printed matter contained in the prospectus or statement of additional information for the Series and such other printed matter as merely identifies Custodian as custodian for the Series. The Trust shall submit printed matter requiring approval to Custodian in draft form, allowing sufficient time for review by Custodian and its counsel prior to any deadline for printing.

 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by a duly authorized officer on one or more counterparts as of the date first above written.

 

FIRST AMERICAN FUNDS TRUST

U.S. BANK NATIONAL ASSOCIATION

 

 

By:  /s/ Jill M. Stevenson                                      

By: /s/ Anita M. Zagrodnik                             

Jill M. Stevenson

Anita M. Zagrodnik

Title:     Treasurer

Title:     Senior Vice President

 

 

 

 

 

19

 

 

EXHIBIT A
CERTIFICATE OF CORPORATE SECRETARY
OF
FIRST AMERICAN FUNDS TRUST
(THE “TRUST”)

 

I, Richard J. Ertel, being the Secretary of the Trust, do hereby certify that the following resolutions were duly adopted at a meeting of the board of trustees of the Trust on November 15, 2021, and that no action has been taken to rescind or amend the following resolutions and they remain in full force and effect:

 

Authorized Persons (Open-End Funds)

 

Resolved, that the Custody Agreement is approved;

 

Further Resolved, that the Board, on behalf of each Initial Fund, has determined that it is reasonable for the Trust to rely on U.S. Bank to perform all of the duties of a “Foreign Custody Manager,” as defined in Rule 17f-5 under the Investment Company Act of 1940 (“Rule 17f-5”) and hereby delegates to U.S. Bank, subject to Section (b) of Rule 17f-5, the responsibilities set forth in Section (c) of Rule 17f-5 related to the placement and maintenance of a Series foreign assets with an “Eligible Foreign Custodian(s)” (as defined in Rule 17f-5).

 

Further Resolved, that pursuant to the Custody Agreement, the persons named below are authorized and empowered to issue written and oral instructions on behalf of the Initial Funds to U.S. Bank:

 

USBAM

Patrick F. Bangasser

Jill M. Stevenson

Brett S. Chell

Aaron McCormick

Eric J. Thole

Michael Graybill

Brent G. Smith

 

USBFS

Lori A. Kohlhapp

Scott M. Pozorski

Paul A. Stuempfig

Scott M. Ostrowski

Kevin P. Smith

Xuan T. Vangsoulatda

 

Further Resolved, that the persons named below are authorized and empowered to issue written and oral instructions on behalf of the Initial Funds for the sole purpose of responding to corporate actions:

 

USBAM

Patrick F. Bangasser

Michael Graybill

Aaron McCormick

Brett S. Chell

Jill M. Stevenson

 

A-1

 

 

Further Resolved, that U.S. Bank may deal with any and all of the above-named and described persons as though they were dealing with the Initial Funds directly.

 

Further Resolved, that no limitations are imposed upon the above authorities.

 

Further Resolved, that the Secretary of the Initial Funds be, and hereby is, authorized, empowered and directed to certify to U.S. Bank:

 

(a)          a true copy of these resolutions;

 

(b)          specimen signatures of each and every person by these resolutions empowered; and

 

(c)          a certificate that the Funds are duly organized and existing, that their Declaration of Trust and Bylaws authorize them to transact the business by these resolutions defined, and no limitation has been otherwise imposed upon such authority.

 

Further Resolved, that U.S. Bank may rely upon any certification given in accordance with these resolutions, as effective until they receive written notice of a change in or the rescission of authority.

 

Further Resolved, that, in the event of any change in the office or powers of persons hereby authorized, the Secretary shall certify such change to U.S. Bank in the manner hereinabove provided, which notification, when received, shall be adequate both to terminate the authorization of the persons theretofore authorized, and to authorize the persons thereby substituted.

 

Further Resolved, that, except as set forth in the following paragraph, only the persons listed below are authorized to have physical access to securities and similar investments of the Initial Funds held in physical form at U.S. Bank, and access to such investments shall be had only by two or more such persons jointly, at least one of whom shall be an officer of the respective Fund:

 

Authorized Person

Position with Initial Funds (if any)

Eric J. Thole

President

Jill M. Stevenson

Treasurer

Richard J. Ertel

Secretary

Brent G. Smith

Assistant Treasurer

 

Further Resolved, that physical access to such securities and similar investments of the Funds also is permitted (1) to properly authorized officers and employees of U.S. Bank, and (2) for purposes of conducting the examinations required pursuant to Rule 17f-2 under the Investment Company Act of 1940, as amended, to such Initial Funds’ independent public accountant jointly with any two persons designated pursuant to the foregoing resolution or with such officer or employee of U.S. Bank.

 

Further Resolved, that whenever an authorized person deposits or withdraws securities or similar investments held in physical form at U.S. Bank, or orders their withdrawal and delivery from safekeeping, they shall sign a notation in respect of such deposit, withdrawal or order and promptly transmit such notation to the following officer of the Funds:

 

Officer

Position with Initial Funds

Richard J. Ertel

Secretary

 

A-2

 

 

Further Resolved, that the appropriate officers of the Trust are hereby authorized and directed, with the advice of counsel to the Trust, to take all necessary, appropriate or desirable actions, consistent with the objective of the Board, to carry out the foregoing resolutions.

 

Further Resolved, that the persons named below are authorized and empowered, for and on behalf of the Initial Funds, to establish and maintain one or more accounts with any securities dealer or broker they may select (herein called the “Broker”) for the purpose of purchasing, investing in or otherwise acquiring, selling, possessing, transferring, exchanging or otherwise disposing of or turning to account of, or realizing upon, and generally dealing in and with any and all forms of securities, including, but not by way of limitation, shares, stocks, bonds, debentures, notes, scrip, participation certificates, rights to subscribe, options, warrants, certificates of deposit, mortgages, evidences of indebtedness, commercial paper, repurchase agreements, certificates of indebtedness and certificates of interest of any and every kind and nature whatsoever, secured or unsecured, whether represented by trust, participating and/or other certificates, or otherwise. The fullest authority at all times with respect to any such commitment or with respect to any transaction deemed by any of said persons to be proper in connection therewith is hereby conferred, including authority (without limiting the generality of the foregoing) to give written or oral instructions to the Brokers with respect to said transaction; to borrow money and securities from or through any such Broker and to secure payment therefore with property of the Funds; to bind and obligate the Funds to and for the carrying out of any contract, arrangement or transaction which shall be entered into by any such person for and on behalf of the Funds and/or through the Broker; and to give any other necessary or appropriate instructions to any such Broker with respect to any such accounts; to direct the sale or exercise of any rights with respect to any securities; to sign for the Funds all releases, powers of attorney and/or other documents in connection with any such account; and generally to do and take all action necessary in connection with the account, or considered desirable by such person with respect thereto.

 

Joel P. Beadles

John J. Dikeman

Jeffrey M. Plotnik

Jonathan J. Carpenter

Joseph R. Holinka

Shaista B. Tajamal

Anthony N. Companion

James D. Palmer

Michael L. Welle

 

Further Resolved, that the Brokers may deal with any and all of the above-named and described persons as though they were dealing with the Fund(s) directly.

 

IN WITNESS WHEREOF, I have subscribed my name this 15th day of November, 2021.

 

    /s/ Richard J. Ertel

Richard J. Ertel

 

A-3

 

 

EXHIBIT B
U.S. BANK INSTITUTIONAL CUSTODY SERVICES
STANDARDS OF SERVICE GUIDE

 

U.S. Bank, N.A. (“USBank”) is committed to providing superior quality service to all customers and their agents at all times. We have compiled this guide as a tool for our clients to determine our standards for the processing of security settlements, payment collection, and capital change transactions. Deadlines recited in this guide represent the times required for USBank to guarantee processing. Failure to meet these deadlines will result in settlement at our client’s risk. In all cases, USBank will make every effort to complete all processing on a timely basis.

 

USBank is a direct participant of the Depository Trust Company, a direct member of the Federal Reserve Bank of Cleveland, and utilizes the Bank of New York as its agent for ineligible and foreign securities.

 

For corporate reorganizations, USBank utilizes SEI’s Reorg Source, Financial Information, Inc., XCITEK, DTC Important Notices, Capital Changes Daily (CCH) and the Wall Street Journal.

 

For bond calls and mandatory puts, USBank utilizes SEI’s Bond Source, Kenny Information Systems, Standard & Poor’s Corporation, XCITEK, and DTC Important Notices. USBank will not notify clients of optional put opportunities.

 

Any securities delivered free to USBank or its agents must be received three (3) business days prior to any payment or settlement in order for the USBank standards of service to apply.

 

Should you have any questions regarding the information contained in this guide, please feel free to contact your account representative.

 

The information contained in this Standards of Service Guide is subject to change. Should any changes be made USBank will provide you with an updated copy of its Standards of Service Guide.

 

B-1

 

 

USBANK SECURITY SETTLEMENT STANDARDS

 

TRANSACTION TYPE

INSTRUCTIONS DEADLINES*

DELIVERY INSTRUCTIONS

DTC

1:30 P.M. on Settlement Date

DTC Participant #2803

Agent Bank ID 27895

Institutional #________________

For Account #____________

 

Federal Reserve Book Entry

12:30 P.M. on Settlement Date

Federal Reserve Bank of Cleveland for Firstar Bank, N.A. ABA# 042000013

CINTI/1050

For Account #____________

 

Federal Reserve Book Entry (Repurchase Agreement Collateral Only)

1:00 P.M. on Settlement Date

Federal Reserve Bank of Cleveland for Firstar Bank, N.A. ABA# 042000013

CINTI/1040

For Account #____________

 

PTC Securities

(GNMA Book Entry)

12:00 P.M. on Settlement Date

PTC For Account BYORK

Firstar Bank / 117612

Physical Securities

9:30 A.M. EST on Settlement Date (for Deliveries, by 4:00 P.M. on Settlement Date minus 1)

Bank of New York

One Wall Street - 3rd Floor - Window A

New York, NY 10286

For account of Firstar Bank / Cust #117612

Attn: Donald Hoover

CEDEL/EURO-CLEAR

11:00 A.M. on Settlement Date minus 2

Cedel a/c 55021

FFC: a/c 387000

Firstar Bank /Global Omnibus

 

Euroclear a/c 97816

FFC: a/c 387000

Firstar Bank/Global Omnibus

Cash Wire Transfer

3:00 P.M.

Firstar Bank, N.A. Cinti/Trust ABA# 042000013

Credit Account #112950027

Account of Firstar Trust Services

Further Credit to __________

Account # _______________

 

* All times listed are Eastern Standard Time.

 

B-2

 

 

USBANK PAYMENT STANDARDS

 

SECURITY TYPE

INCOME

PRINCIPAL

Equities

Payable Date

 

Municipal Bonds*

Payable Date

Payable Date

Corporate Bonds*

Payable Date

Payable Date

Federal Reserve Bank Book Entry*

Payable Date

Payable Date

PTC GNMA’s (P&I)

Payable Date + 1

Payable Date + 1

CMOs *

 

 

DTC

Payable Date + 1

Payable Date + 1

Bankers Trust

Payable Date + 1

Payable Date + 1

SBA Loan Certificates

When Received

When Received

Unit Investment Trust Certificates*

Payable Date

Payable Date

Certificates of Deposit*

Payable Date + 1

Payable Date + 1

Limited Partnerships

When Received

When Received

Foreign Securities

When Received

When Received

*Variable Rate Securities

 

 

Federal Reserve Bank Book Entry

Payable Date

Payable Date

DTC

Payable Date + 1

Payable Date + 1

Bankers Trust

Payable Date + 1

Payable Date + 1

 

NOTE: If a payable date falls on a weekend or bank holiday, payment will be made on the immediately following business day.

 

B-3

 

 

USBANK CORPORATE REORGANIZATION STANDARDS

 

TYPE OF ACTION

NOTIFICATION TO CLIENT

DEADLINE FOR CLIENT INSTRUCTIONS TO USBANK

TRANSACTION POSTING

Rights, Warrants, and Optional Mergers

Later of 10 business days prior to expiration or receipt of notice

5 business days prior to expiration

Upon receipt

Mandatory Puts with Option to Retain

Later of 10 business days prior to expiration or receipt of notice

5 business days prior to expiration

Upon receipt

Class Actions

10 business days prior to expiration date

5 business days prior to expiration

Upon receipt

Voluntary Tenders, Exchanges and Conversions

Later of 10 business days prior to expiration or receipt of notice

5 business days prior to expiration

Upon receipt

Mandatory Puts, Defaults, Liquidations, Bankruptcies, Stock Splits, Mandatory Exchanges

At posting of funds or securities received

None

Upon receipt

Full and Partial Calls

Later of 10 business days prior to expiration or receipt of notice

None

Upon receipt

 

NOTE: Fractional shares/par amounts resulting from any of the above will be sold.

 

B-4

 

 

EXHIBIT C
SERIES NAMES

 

Separate Series of First American Funds Trust

 

Name of Series

Date Added

Government Obligations Fund

11/15/2021

Institutional Prime Obligations Fund

11/15/2021

Retail Prime Obligations Fund

11/15/2021

Retail Tax Free Obligations Fund

11/15/2021

Treasury Obligations Fund

11/15/2021

U.S. Treasury Money Market Fund

11/15/2021

 

C-1

 

 

EXHIBIT D
FEE SCHEDULE

 

Annual Fee Based Upon Market Value per Fund

 

Basis point on average daily market value of all long securities and cash held in the portfolio

 

0.45 basis points on the First $25 billion

 

0.40 basis points on the Next $25 billion

 

0.35 basis points on balance

 

Chief Compliance Officer Support Fee

 

 

●

$3,000 per year per fund complex

 

Miscellaneous Expenses

 

All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred: expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, SWIFT charges, negative interest charges and extraordinary expenses based upon complexity.

 

Additional Services

 

 

●

See Additional Services fee schedule for global servicing.

     

 

●

$600 per custody sub – account per year (e.g., per sub –adviser, segregated account, etc.)

     

 

●

Class Action Services – $25 filing fee per class action per account, plus 2% of gross proceeds, up to a maximum per recovery not to exceed $2,000.

     

 

●

No charge for the initial conversion free receipt.

     

 

●

Overdrafts – charged to the account at prime interest rate plus 2% unless a line of credit is in place.

 

Additional services not included above shall be mutually agreed upon at the time of the service being added. In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).

 

Fees are calculated pro rata and billed monthly.

 

 

 

 

EXHIBIT E
SHAREHOLDER COMMUNICATIONS ACT AUTHORIZATION
FIRST AMERICAN FUNDS TRUST (THE “TRUST”)

 

The Shareholder Communications Act of 1985 requires banks and trust companies to make an effort to permit direct communication between a company which issues securities and the shareholder who votes those securities.

 

Unless you specifically require us to NOT release your name and address to requesting companies, we are required by law to disclose your name and address. Your “yes” or “no” to disclosure will apply to all securities U.S. Bank holds for you now and in the future, unless you change your mind and notify us in writing. A “no” election may prevent Custodian from obtaining, on your behalf, the most favorable tax rate for American Depository Receipts (ADRs) held in your account.

 

_____ YES

U.S. Bank is authorized to provide the Trust’s name, address and security position to requesting companies whose stock is owned by the Trust.

 

 

_____ NO

U.S. Bank is NOT authorized to provide the Trust’s name, address and security position to requesting companies whose stock is owned by the Trust.

 

FIRST AMERICAN FUNDS TRUST

 

By:

/s/ Jill M. Stevenson

Title:

Treasurer

Date:

November, 15, 2021

 

 

 


 

Exhibit (h)(1)

 

ADMINISTRATION AGREEMENT

 

THIS AGREEMENT is made as of November 15, 2021, by and between First American Funds Trust, a Massachusetts business trust, (the “Trust”), and U.S. Bancorp Asset Management, Inc., a Delaware corporation (the “Administrator”).

 

WHEREAS, the Trust is an open-end diversified management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), consisting of several series of shares of Common Stock; and

 

WHEREAS, the Trust desires the Administrator to provide, and the Administrator is willing to provide, administrative and other services as set forth herein to all portfolios of the Trust now and hereafter created (“Portfolios”), on the terms and conditions hereinafter set forth;

 

NOW, THEREFORE, in consideration of the premises and the covenants hereinafter contained, the Trust and the Administrator hereby agree as follows:

 

ARTICLE 1. Retention of the Administrator. The Trust hereby retains the Administrator to act as the administrator of the Portfolios and to furnish the Portfolios with the administrative services set forth in Article 2 below. The Administrator hereby accepts such employment to perform the duties set forth below.

 

The Administrator shall, for all purposes herein, be deemed to be an independent contractor and, unless otherwise expressly provided or authorized, shall have no authority to act for or represent the Trust in any way and shall not be deemed an agent of the Trust.

 

ARTICLE 2. Administrative Services. For the compensation set forth in Schedule A hereto, the Administrator shall perform, or supervise the performance by others of, administrative and other services as set forth herein in connection with the operations of the Portfolios. The Administrator is authorized to appoint and compensate from its resources one or more other entities to perform such services on a subcontracted basis in connection with the operations of the Portfolios. If the Administrator appoints one or more other entities to perform services called for by this Agreement on a subcontracted basis as aforesaid, the Administrator nevertheless shall remain liable to the Trust and the Portfolios for the acts and omissions of such other entities as if the Administrator itself performed such services. The Administrator shall promptly notify the Trust of any persons appointed on a subcontracted basis pursuant to this provision.

 

In addition, on behalf of the Trust, the Administrator will monitor and review the Trust’s relationships with vendors including relationships with custodians, depositories, transfer agents, accountants, the Trust’s legal counsel, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and persons in any other capacity deemed to be necessary or desirable for the Portfolios’ operations and, at the request of the Trust’s Board of Trustees, will investigate and assist in the selection of such service providers.

 

(A) Administrative and Accounting Services. The Administrator shall provide the Trust with regulatory reporting, fund accounting and related portfolio accounting services, all necessary office space, equipment, personnel, compensation and facilities (including facilities for Shareholders’ and Trustees’ meetings) for handling the affairs of the Portfolios and such other services as the Administrator shall, from time to time, determine to be necessary to perform its obligations under this Agreement. In addition, at the request of the Trust’s Board of Trustees, the Administrator shall make such reports to the Trust’s Trustees concerning the performance of its obligations hereunder as reasonably agreed to from time to time. Without limiting the generality of the foregoing, the Administrator, under the supervision of the Trust’s Board of Trustees, shall:

 

- calculate Trust expenses and control all disbursements for the Trust, and as appropriate, compute the Trust’s yields, total return, expense ratios, portfolio turnover rate and, if required, portfolio average dollar-weighted maturity;

 

 

 

- assist with preparation of prospectuses, statements of additional information, registration statements and proxy materials;

 

- prepare such reports, applications and documents (including reports regarding the sale and redemption of shares as may be required in order to comply with Federal and state securities law) as may be necessary or desirable to register the Trust’s shares with state securities authorities, monitor sale of the Trust’s shares for compliance with state securities laws, and file with the appropriate securities authorities the registration statements and reports for the Trust and the Trust’s shares and all amendments thereto, as may be necessary or convenient to register and keep effective the Trust and its shares with state securities authorities to enable the Trust to make a continuous offering of its shares;

 

- prepare communications to shareholders, including the annual and semi-annual reports to shareholders, coordinate mailing prospectuses, notices, proxy statements, proxies and other reports to the Trust’s shareholders, and supervise and facilitate the solicitation of proxies solicited by the Trust for all shareholder meetings, including the tabulation process for shareholder meetings;

 

- prepare, negotiate, and administer contracts on behalf of the Trust with, among others, the Trust’s distributor, subject to any approvals or reapprovals by the Trust’s Board of Trustees required by applicable law or Board procedures;

 

- maintain the Trust’s general ledger and prepare the Trust’s financial statements, including expense accruals and payments, determine the net asset value of the Trust’s assets and of the Trust’s shares, and provide for the payment of dividends and other distributions to shareholders;

 

- calculate performance data of the Trust and the Portfolios for dissemination to information services covering the investment company industry;

 

- coordinate and supervise the preparation and filing of the Trust’s tax returns;

 

- examine and review the operations and performance of the various organizations providing services to the Trust or any Portfolio directly or on a subcontracted basis as provided for herein and, at the request of the Trust’s Board of Trustees, report to the Board on the performance of such organizations;

 

- provide for and coordinate the layout and printing of publicly disseminated prospectuses and the Trust’s semi-annual and annual reports to shareholders;

 

- provide internal legal and administrative services as requested by the Trust from time to time;

 

- provide for and coordinate the design, development, and operation of the Trust, including new portfolio and class investment objectives, policies and structure;

 

- provide individuals reasonably acceptable to the Trust’s Board of Trustees for nomination, appointment, or election as officers of the Trust, who will be responsible for the management of certain of the Trust’s affairs as determined by the Trust’s Board of Trustees;

 

- advise the Trust and the Trust’s Board of Trustees on matters concerning the Trust and its affairs;

 

- obtain and keep in effect fidelity bonds and directors and officers/errors and omissions insurance policies for the Trust in accordance with the requirements of Rules 17g-1 and 17d-1(7) under the 1940 Act as such bonds and policies are approved by the Trust’s Board of Trustees;

 

 

 

- monitor and advise the Trust and the Portfolios on their registered investment company status under the Internal Revenue Code of 1986, as amended;

 

- perform all administrative services and functions required for the operation of the Trust and each Portfolio to the extent such administrative services and functions are not provided to the Trust or such Portfolio pursuant to the Trust’s or such Portfolio’s investment advisory agreement, distribution agreement, custodian agreement and transfer agency agreement;

 

- furnish advice and recommendations with respect to other aspects of the business and affairs of the Portfolios as the Trust and the Administrator shall determine desirable;

 

- prepare and file with the Securities and Exchange Commission the semi-annual reports for the Trust on Form N-CEN and Form N-CSR, quarterly reports on Form N-Q, annual proxy voting reports on Form N-PX and all required notices pursuant to Rule 24f-2; and

 

- organize and coordinate meetings of the Trust’s Board of Trustees and the committees thereof.

 

(B) Other Services. The Administrator shall establish a call center to answer shareholder inquiries and provide information and data to prospective shareholders or marketing materials to selling brokers and potential selling brokers. In addition, to the extent it deems appropriate, the Administrator shall contract with broker-dealers, financial institutions and other entities for the provision of recordkeeping and other customary services related to omnibus accounts established by such entities, or for the provision of shareholder services or other appropriate services, and shall pay such entities out of its own assets for the provision of such services. The Administrator will also perform such other services for the Trust as agreed from time to time at the request of the Trust’s Board of Trustees, including, but not limited to, performing internal audit examinations; mailing annual reports of the Portfolios; preparing a list of shareholders; and mailing notices of shareholders’ meetings, proxies and proxy statements, for all of which the Trust will pay the Administrator’s out-of-pocket expenses.

 

ARTICLE 3. Allocation of Charges and Expenses.

 

(A) The Administrator. The Administrator shall furnish at its own expense the executive, supervisory and clerical personnel necessary to perform its obligations under this Agreement. The Administrator shall also provide the items which it is obligated to provide under this Agreement, and shall pay all compensation, if any, of officers of the Trust as well as all Trustees of the Trust who are officers or employees of the Administrator or any affiliated corporation of the Administrator; provided, however, that unless otherwise specifically provided, the Administrator shall not be obligated to pay the compensation of any employee of the Trust retained by the Trustees of the Trust to perform services on behalf of the Trust.

 

(B) The Trust. The Trust assumes and shall pay or cause to be paid all other expenses of the Trust not otherwise allocated herein, including, without limitation, organizational costs, taxes, expenses for outside Trust counsel (including, if applicable, counsel to the Trust’s independent trustees) and independent auditing services, the expenses of preparing (including typesetting), printing and mailing reports, prospectuses, statements of additional information, proxy solicitation material and notices to existing shareholders, all expenses incurred in connection with issuing and redeeming shares, the costs of custodial services, the cost of initial and ongoing registration of the shares under Federal and state securities laws, fees and out-of-pocket expenses of Trustees who are not affiliated officers or employees of the Administrator or any affiliated corporation of the Administrator, insurance, interest, brokerage costs, dues and other expenses incident to the Trust’s membership in the Investment Company Institute and other like associations, shareholder meetings, corporate reports and reports and notices to shareholders, litigation and other extraordinary or nonrecurring expenses, all fees and charges of investment advisers to the Trust, Rule 12b-1 fees and reasonable reimbursement for out-of-pocket expenses including, without limitation, postage and telephone communications expense. The Administrator shall provide such information to the Board at such times as the Board may reasonably request to enable the Board to monitor such Trust expenses.

 

 

 

ARTICLE 4. Compensation of the Administrator.

 

(A) Administration Fee. For the services to be rendered, the facilities furnished and the expenses assumed by the Administrator pursuant to this Agreement, the Trust (for and on behalf of each Portfolio or class of shares thereof, as applicable) shall pay to the Administrator compensation at an annual rate, which is calculated and accrued daily and paid to the Administrator monthly, as specified in Schedule A.

 

If this Agreement becomes effective subsequent to the first day of a month or terminates before the last day of a month, the Administrator’s compensation for that part of the month in which this Agreement is in effect shall be prorated in a manner consistent with the calculation of the fees as set forth above. Payment of the Administrator’s compensation for the preceding month shall be made promptly.

 

In addition to the fee paid pursuant to this Article 4, the Trust will reimburse the Administrator for out-of-pocket expenses or advances incurred by the Administrator in connection with the Administrator’s performance of services hereunder, as set forth in Schedule A to this Agreement.

 

(B) Survival of Compensation Rates. All rights to compensation under this Agreement for services performed as of the termination date shall survive the termination of this Agreement.

 

ARTICLE 5. Limitation of Liability of the Administrator. The duties of the Administrator shall be confined to those expressly set forth herein, and no implied duties are assumed by or may be asserted against the Administrator hereunder. The Administrator shall not be liable for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission in carrying out its duties hereunder, except a loss resulting from willful misfeasance, bad faith or negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder, except as may otherwise be provided under provisions of applicable law which cannot be waived or modified hereby. (As used in this Article 5, the term “Administrator” shall include directors, officers, employees and other corporate agents of the Administrator as well as that corporation itself.)

 

So long as the Administrator acts in good faith and with due diligence and without negligence, the Trust assumes full responsibility and shall indemnify the Administrator and hold it harmless from and against any and all actions, suits and claims, whether groundless or otherwise, and from and against any and all losses, damages, costs, charges, reasonable counsel fees and disbursements, payments, expenses and liabilities (including reasonable investigation expenses) arising directly or indirectly out of said administration, transfer agency, and dividend disbursing relationships to the Trust or any other service rendered to the Trust hereunder. The indemnity and defense provisions set forth herein shall indefinitely survive the termination of this Agreement.

 

The Administrator shall indemnify and hold harmless the Trust and each Portfolio from and against any and all losses, damages, costs, charges, reasonable counsel fees and disbursements, payments, expenses and liabilities arising out of or attributable to any action or failure or omission to act by the Administrator as a result of the Administrator’s willful misfeasance, bad faith or negligence.

 

In order that the indemnification provision contained herein shall apply, however, it is understood that if in any case the Trust may be asked to indemnify or hold the Administrator harmless, the Trust shall be fully and promptly advised of all pertinent facts concerning the situation in question, and it is further understood that the Administrator will use all reasonable care to identify and notify the Trust promptly concerning any situation which presents or appears likely to present the probability of such a claim for indemnification against the Trust, but failure to do so in good faith shall not affect the Administrator’s rights hereunder.

 

The Trust shall be entitled to participate at its own expense or, if it so elects, to assume the defense of any suit brought to enforce any claims subject to this indemnity provision. If the Trust elects to assume the defense of any such claim, the defense shall be conducted by counsel chosen by the Trust and reasonably satisfactory to the Administrator, whose approval shall not be unreasonably withheld. In the event that the Trust elects to assume the defense of any suit and retain counsel, the Administrator shall bear the fees and expenses of any additional counsel

 

 

 

retained by it. If the Trust does not elect to assume the defense of a suit, it will reimburse, subject and pursuant to the provisions of this Article 5, the Administrator for the reasonable fees and expenses of any counsel retained by the Administrator.

 

The Administrator may apply to the Trust at any time for instructions and may consult outside counsel for the Trust or its own counsel and with accountants and other experts with respect to any matter arising in connection with the Administrator’s duties, and the Administrator shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the opinion of such counsel, accountants or other experts.

 

Also, the Administrator shall be protected in acting upon any document which it reasonably believes to be genuine and to have been signed or presented by the proper person or persons, other than documents signed or presented by officers, directors, employees and other corporate agents of the Administrator.

 

ARTICLE 6. Activities of the Administrator. The services of the Administrator rendered to the Trust are not to be deemed to be exclusive. The Administrator is free to render such services to others and to have other businesses and interests.

 

ARTICLE 7. Duration of this Agreement. The term of this Agreement, unless sooner terminated as specified below, shall commence on November 15, 2021 and shall remain in effect for one year thereafter. This Agreement shall continue in effect from year to year thereafter, but only so long as such continuance is specifically approved at least annually by the Trust’s Board of Trustees, including the specific approval of a majority of the trustees who are not interested persons of the Trust.

 

The Administration Agreement will be terminable by the Trust with respect to any Portfolio by delivery to the Administrator of written notice: (i) for any reason on six months’ prior written notice to the Administrator; (ii) in the event of the Administrator’s bankruptcy or insolvency; (iii) in the event of a conviction of the Administrator for corporate criminal activity; (iv) if the Administrator has materially breached the Agreement, and such material breach has not been cured within 45 days after written notice is received by the Administrator specifying the nature of the material breach. The Agreement will be terminable by the Administrator by delivery to the Portfolios of written notice of termination delivered no less than 180 days prior to the end of the Initial Term (as extended if applicable).

 

This Agreement shall not be assignable by the Trust or by the Administrator without the written consent of the other party.

 

ARTICLE 8. Amendments. This Agreement may be amended by the parties hereto only if such amendment is specifically approved (i) by the vote of a majority of the Trustees of the Trust, and (ii) by the vote of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of any such party.

 

ARTICLE 9. Certain Records. The Administrator shall maintain customary records in connection with its duties as specified in this Agreement. Any records required to be maintained and preserved pursuant to Rules 31a-1 and 31a-2 under the 1940 Act which are prepared or maintained by the Administrator on behalf of the Trust shall be prepared and maintained at the expense of the Administrator, but shall be the property of the Trust and will be made available to or surrendered promptly to the Trust on request.

 

In case of any request or demand for the inspection of such records by another party, the Administrator shall notify the Trust and follow the Trust’s instructions as to permitting or refusing such inspection; provided that the Administrator may exhibit such records to any person in any case where it is advised by its counsel that it may be held liable for failure to do so, unless (in cases involving potential exposure only to civil liability) the Trust has agreed to indemnify the Administrator against such liability.

 

 

 

ARTICLE 10. Definitions of Certain Terms. The terms “interested person” and “affiliated person”, when used in this Agreement, shall have the respective meanings specified in the 1940 Act and the rules and regulations thereunder, subject to such exemptions as may be granted by the Securities and Exchange Commission.

 

ARTICLE 11. Notice. Any notice required or permitted to be given by one party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party (a) in the case of notice to the Trust, to the Chair of the Board of Trustees of the Trust at the last address furnished by such person or, if the Chair is an affiliated person or interested person of the Administrator, to the Trustees of the Trust who are not such affiliated persons or interested persons at the last addresses furnished by such persons, and (b) in the case of notice to the Administrator, to the last address furnished by the Administrator for such purpose.

 

ARTICLE 12. Governing Law. This Agreement shall be construed in accordance with the laws of the Commonwealth of Massachusetts and the applicable provisions of the 1940 Act. To the extent that the applicable laws of the Commonwealth of Massachusetts, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control.

 

ARTICLE 13. Multiple Originals. This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original, but such counterparts shall together constitute but one and the same instrument.

 

IN WITNESS WHEREOF, the parties hereto have executed and delivered this Agreement as of the day and year first above written.

 

  FIRST AMERICAN FUNDS TRUST
       
  By:   /s/ James D. Palmer  
    James D. Palmer  
    Vice President  

  

  U.S. BANCORP ASSET MANAGEMENT, INC.
       
  By:   /s/ Jill M. Stevenson  
    Jill M. Stevenson  
    Head of Operations and Mutual Fund Treasurer

 

 

 

Schedule A to the Administration Agreement Dated as of November 15, 2021,
Between First American Funds Trust (the “Trust”) and
U.S. Bancorp Asset Management, Inc. (the “Administrator”)

 

Administration Fees

 

Pursuant to Article 2, the Trust shall pay the Administrator compensation for services rendered to each Portfolio, calculated daily and paid monthly at the annual rates set forth in the following table. Such rates are based on the net assets of all open-end First American mutual funds for which the Administrator acts as investment adviser and provides administrative services (“Complex-Wide Assets”):

 

Complex-Wide Assets
(in billions)
Class A
Share Fee
(per annum)
Fee for All
Other Classes
(per annum)
First $8 billion 18.0 bp 13.0 bp
Next $17 billion 16.5 bp 11.5 bp
Next $25 billion 15.0 bp 10.0 bp
Assets over $50 billion 13.0 bp 8.0 bp
           
               

Complex-Wide Assets at the end of each day are applied to the above fee schedule to determine the hypothetical fee that would be charged if such schedule were applicable to all open-end mutual funds for which the Administrator acts as investment adviser and provides administrative services (the “Complex-Wide Fee”). Each Portfolio is then charged an administrative fee (accrued daily and calculated and paid monthly) equal to its proportionate amount of the Complex-Wide Fee, determined based on the Portfolio’s proportionate amount of Complex-Wide Assets.

 

Out-of-Pocket Expenses 

In addition to paying the Administrator the fees described above, the Trust agrees to reimburse the Administrator for its out-of-pocket expenses in providing services hereunder, including without limitation the following:

 

  (a) All postage and delivery charges incurred by the Administrator in delivering materials to and from the Trust;

 

  (b) All telephone, telecopy or other electronic transmission and communication expenses incurred by the Administrator in communication with the Trust, the Trust’s custodian or others as required for the Administrator to perform the services to be provided hereunder;

 

  (c) The Trust’s pro rata share of the cost of the Administrator obtaining pricing service quotations; 

 

  (d) The cost of any media used to create and store records or other materials;

 

  (e) All systems-related expenses associated with the provision of special reports and services;

 

  (f) Any expenses the Administrator shall incur at the written direction of an officer of the Trust thereunto duly authorized; and

 

  (g) Any additional expenses, agreed to in advance by the Trust, reasonably incurred by the Administrator in the performance of its duties and obligations under this Agreement.

 

 


Exhibit (h)(2)

 

SUB-ADMINISTRATION AGREEMENT

 

THIS AGREEMENT is made effective as November 15, 2021, by and between U.S. Bancorp Asset Management, Inc., a Delaware corporation (“USBAM”), and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (the “Sub-Administrator”).

 

WHEREAS, USBAM has entered into an administrative services agreement (“Administration Agreement”) for the provision of administrative and other services with First American Funds Trust (the “Trust”), an open-end diversified management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), consisting of several series of shares of beneficial interest; and

 

WHEREAS, as permitted by Article 2 of the Administration Agreement, USBAM desires the Sub-Administrator to provide, and Sub-Administrator is willing to provide, administrative and other services as set forth herein to each of the separately managed portfolios of the Trust now or hereafter created (the “Portfolios”), on the terms and conditions hereinafter set forth.

 

NOW, THEREFORE, in consideration of the premises and the covenants hereinafter contained, USBAM and the Sub-Administrator hereby agree as follows:

 

1. Retention of the Sub-Administrator. USBAM hereby retains the Sub-Administrator to act as the Sub-Administrator of the Portfolios and to furnish the Portfolios with the administrative and other services set forth in Section 2 below. The Sub-Administrator hereby agrees to perform the duties set forth below.

 

The Sub-Administrator shall, for all purposes herein, be deemed to be an independent contractor and, unless otherwise expressly provided or authorized, shall have no authority to act for or represent USBAM in any way and shall not be deemed an agent of USBAM.

 

2. Administrative Services. For the compensation set forth in Section 4 hereof, the Sub-Administrator shall perform administrative and other services in connection with the operations of the Portfolios, as set forth on Schedule A hereto as such schedule may be amended from time to time by agreement of the parties. In addition, on behalf of the Trust, the Sub-Administrator will monitor and review the performance of the Trust’s vendors, if requested by USBAM.

 

On a monthly basis, the Sub-Administrator shall submit a written report to USBAM concerning the performance of its obligations under this Agreement, including the accuracy and timeliness of the various services provided pursuant to this Agreement (the “Service Standards Report”). The Service Standards Report shall include such measures as are agreed to by the parties from time to time.

 

In addition, the Sub-Administrator agrees to make such reports and presentations to the Board of Trustees as may be reasonably requested from time to time.

 

3. Allocation of Charges and Expenses. The Sub-Administrator shall furnish at its own expense the executive, supervisory and clerical personnel necessary to perform its obligations under this Agreement. The Sub-Administrator shall also provide the items which it is obligated to provide under this Agreement, and shall pay all compensation, if any, of officers of the Trust as well as all Trustees of the Trust who are officers or employees of the Sub-Administrator; provided, however, that unless otherwise specifically provided, the Sub-Administrator shall not be obligated to pay the compensation of any employee of the Sub-Administrator retained by the Trustees of the Trust to perform services on behalf of the Trust.

 

4. Compensation of the Sub-Administrator.

 

(A) Sub-Administration Fee. Sub-Administrator shall be compensated for providing the services set forth in this Agreement in accordance with the fee schedule set forth on Schedule B hereto (as amended from time to time by consent of both parties to this Agreement). Sub-Administrator shall also be reimbursed for such miscellaneous expenses as set forth on Schedule B hereto as are reasonably incurred by Sub-Administrator in performing its duties hereunder. The parties acknowledge that they are under the control of a common corporate parent and that the

 

 

 

 

 

fees paid pursuant to this agreement will change from time to time as the needs of the parties and their corporate parents change.

 

(B) Survival of Compensation Rates. All rights of compensation under this Agreement for services performed as of the termination date shall survive the termination of this Agreement.

 

5. Limitation of Liability of the Sub-Administrator. The duties of the Sub-Administrator shall be confined to those expressly set forth herein, and no implied duties are assumed by or may be asserted against the Sub-Administrator hereunder. The Sub-Administrator shall not be liable for any error of judgment or mistake of law or for any loss arising out of any act or omission in carrying out its duties hereunder, except a loss resulting from willful misfeasance, bad faith or negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder, except as may otherwise be provided under provisions of applicable law which cannot be waived or modified hereby. (As used in this Section 5, the term “Sub-Administrator” shall include directors, officers, employees and other corporate agents of the Sub-Administrator as well as that corporation itself.)

 

So long as the Sub-Administrator acts in good faith and with due diligence and without negligence, USBAM assumes full responsibility and shall indemnify the Sub-Administrator and hold it harmless from and against any and all actions, suits and claims, whether groundless or otherwise, and from and against any and all losses, damages, costs, charges, reasonable counsel fees and disbursements, payments, expenses and liabilities (including reasonable investigation expenses) arising directly or indirectly out of the Sub-Administrator’s relationship with USBAM, including the Sub-Administrator’s actions taken or nonactions with respect to the performance of services hereunder. The indemnity and defense provisions set forth herein shall survive the termination of this Agreement.

 

The rights hereunder shall include the right to reasonable advances of defense expenses in the event of any pending or threatened litigation with respect to which indemnification hereunder may ultimately be merited; provided, however, that in the event that it is ultimately determined that indemnification is not warranted, any such amounts advanced hereunder shall be repaid. In order that the indemnification provision contained herein shall apply, however, it is understood that if in any case USBAM may be asked to indemnify or hold the Sub-Administrator harmless, USBAM shall be fully and promptly advised of all pertinent facts concerning the situation in question, and it is further understood that the Sub-Administrator will use all reasonable care to identify and notify USBAM promptly concerning any situation which presents or appears likely to present the probability of such a claim for indemnification against USBAM.

 

USBAM shall be entitled to participate at its own expense or, if it so elects, to assume the defense of any suit brought to enforce any claims subject to this indemnity provision. If USBAM elects to assume the defense of any such claim, the defense shall be conducted by counsel chosen by USBAM and satisfactory to the Sub-Administrator, whose approval shall not be unreasonably withheld. In the event that USBAM elects to assume the defense of any suit and retain counsel, the Sub-Administrator shall bear the fees and expenses of any additional counsel retained by it. If USBAM does not elect to assume the defense of a suit, it will reimburse the Sub-Administrator for the reasonable fees and expenses of any counsel retained by the Sub-Administrator.

 

The Sub-Administrator may apply to USBAM at any time for instructions and may consult outside counsel for USBAM or its own counsel and with accountants and other experts with respect to any matter arising in connection with the Sub-Administrator’s duties, and, except for such actions or omissions constituting negligence, the Sub-Administrator shall not be liable or accountable for any action taken or omitted by it in good faith and in accordance with such instruction or with the opinion of such counsel, accountants or other experts.

 

6. Activities of the Sub-Administrator. The services of the Sub-Administrator rendered to USBAM shall not be deemed to be exclusive. The Sub-Administrator is free to render such services to others and to have other businesses and interests.

 

7. Term and Termination.

 

(A) Term. The term of this Agreement, unless sooner terminated as specified herein, shall commence on November 15, 2021 and shall remain in effect for one year from the date thereof (the “Initial Term”). This Agreement shall automatically renew for successive one year terms upon renewal of the Administration Agreement between

 

 

 

 

 

USBAM and the Trust. This Agreement may be terminated without penalty (i) by provision of a notice of nonrenewal in the manner set forth below, (ii) by mutual agreement of the parties or (iii) for “cause,” in accordance with paragraph (B) or paragraph (C) below. Written notice of nonrenewal must be provided at least ninety (90) days prior to the end of the Initial Term (as extended if applicable). In addition, this Agreement shall immediately terminate upon USBAM’s termination as Administrator of the Trust.

 

(B) Termination by USBAM For Cause. This Agreement shall be terminable by USBAM by delivery of not less than ninety (90) days’ advance written notice to the Sub-Administrator: (i) in the event of the Sub-Administrator’s bankruptcy or insolvency; (ii) in the event of a conviction of the Sub-Administrator for corporate criminal activity; (iii) in the event of a material breach of this Agreement on the part of the Sub-Administrator which breach is not cured within forty five (45) days after written notice is received by the Sub-Administrator specifying the nature of such breach.

 

(C) Termination by Sub-Administrator For Cause. This Agreement shall be terminable by the Sub-Administrator by delivery of not less than ninety (90) days’ advance written notice to USBAM: (i) in the event of USBAM’s bankruptcy or insolvency; (ii) in the event of a conviction of USBAM for corporate criminal activity; (iii) in the event of a material breach of this Agreement on the part of USBAM which breach is not cured within forty five (45) days after written notice is received by USBAM specifying the nature of such breach.

 

(D) Conversion Costs. In the event the Sub-Administrator is terminated for cause or terminates this Agreement other than for cause, the Sub-Administrator shall reimburse USBAM for reasonable out of pocket expenses related to USBAM’s conversion process, including the cost of transferring the Trust’s records to a successor sub-administrator. The Sub-Administrator agrees to assist USBAM with the transfer of records in a diligent and professional manner.

 

8. Amendments and Assignment. This Agreement may be amended or modified only by a writing signed by both parties. This Agreement may not be assigned, as that term is defined in the 1940 Act, by either party without the prior written consent of the other party, which consent shall not be unreasonably withheld.

 

9. Certain Records. The Sub-Administrator shall maintain customary records in connection with its duties as specified in this Agreement. Any records required to be maintained and preserved pursuant to Rules 31a-1 and 31a-2 under the 1940 Act which are prepared or maintained by the Sub-Administrator on behalf of the Trust shall be prepared and maintained at the expense of the Sub-Administrator, but shall be the property of the Trust and will be made available to or surrendered promptly to USBAM or the Trust on request.

 

In case of any request or demand for the inspection of such records by another party, the Sub-Administrator shall notify USBAM and follow USBAM’s instructions as to permitting or refusing such inspection; provided that the Sub-Administrator may exhibit such records to any person in any case where it is advised by its counsel that it may be held liable for failure to do so, unless (in cases involving potential exposure only to civil liability) USBAM has agreed to indemnify the Sub-Administrator against such liability.

 

10. Definitions of Certain Terms. The terms “interested person” and “affiliated person”, when used in this Agreement, shall have the respective meanings specified in the 1940 Act and the rules and regulations thereunder, subject to such exemptions as may be granted by the Securities and Exchange Commission.

 

11. Notice. Any notice required or permitted to be given by either party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party to the last address furnished by the other party for such purpose.

 

12. Governing Law and Arbitration. This Agreement shall be construed in accordance with the laws of the state of Minnesota without reference to the choice of law doctrine of such state and the applicable provisions of the 1940 Act. To the extent that the applicable laws of the state of Minnesota, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control.

 

13. Multiple Originals. This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original, but such counterparts shall together constitute but one and the same instrument.

 

 

 

 

 

14. Entire Agreement. This Agreement, including all Schedules hereto, as the same may be amended from time to time, shall constitute the entire agreement and understanding between the parties concerning the subject matter hereof, and shall supersede and terminate all prior written and oral agreements, proposals, promises, and representations of the parties regarding the subject matter hereof. If any provision of this Agreement shall be held to be unenforceable, illegal or invalid, the remainder of this Agreement shall not be effected.

 

IN WITNESS WHEREOF, the parties hereto have executed and delivered this Agreement as of the day and year first above written.

 

                                       U.S. BANCORP ASSET MANAGEMENT, INC.

                                       By: /s/ Jill M. Stevenson                    

                                           Jill M. Stevenson

                                       Title: Head of Operations and Mutual Fund Treasurer

 

                                       U.S. BANCORP FUND SERVICES, LLC

                                       By: /s/ Anita Zagrodnik                     

                                           Anita Zagrodnik

                                       Title: Senior Vice President

 

 

 

 

 

SCHEDULE A

ADMINISTRATION/ACCOUNTING SERVICES

LIST OF DUTIES/RESPONSIBILITIES

as of November 15, 2021

 

Compute the Trust’s yields, total return, expense ratios, portfolio turnover rate and, if required, portfolio average dollar-weighted maturity;

 

Prepare necessary data information needed for the completion of Prospectuses, Statements of Additional Information, registration statements and proxy materials. This includes, but is not limited to, fees and expenses, financial highlights, returns, commissions, broker/dealer information, 5% shareholders and net asset value per share detail;

 

Obtain portfolio security valuations from sources approved by the Trust’s Board of Trustees;

 

Prepare such reports, applications and documents (including reports regarding the sale and redemption of shares) as may be necessary or desirable to register the Trust’s shares with state securities authorities, monitor sales of Fund shares for compliance with state securities laws, and file with the appropriate securities authorities the registration statements and reports for the Trust and its shares and all amendments thereto, as may be necessary or convenient to register and keep effective the Trust and its shares with state securities authorities to enable the Trust to make a continuous offering of its shares;

 

Prepare initial drafts of annual and semi-annual shareholder reports and monthly filings on Form MFP including creating the necessary trial balances and supporting internal control documentation including signed-off review checklists, schedules and reconciliations to support the respective filings;

 

Maintain the Trust’s general ledger including the tracking and validation of income and expense accruals, record daily portfolio transactions received from USBAM and daily shareholder activity, prepare the Trust’s financial statements, determine the daily net asset value of each Portfolio, and provide for the payment of dividends and other distributions to shareholders;

 

Perform cash processing, record shareholder activity, perform daily reconciliation with the Trust’s custodian and transfer agent and identify any discrepancies and resolve them in a timely manner or bring such discrepancies to the attention of USBAM;

 

Calculate performance data of the Trust and the Portfolios for dissemination to information services covering the investment company industry;

 

Prepare the filing of the Trust’s tax returns including detailed schedules and supporting documentation;

 

Calculate required ordinary income and capital gain distribution schedules including ” qualified dividend income” percentages, capital gain designation and any book-to-tax reconciliations;

 

Provide reports as reasonably requested by USBAM for reporting needs on a daily, weekly and monthly basis; and

 

Monitor and advise the Trust and the Portfolios on their registered investment company status under the Internal Revenue Code of 1986, as amended.

 

 

 

 

 

Schedule B to the Sub-Administration Agreement

Fund Administration, Fund Accounting & Portfolio Compliance Services Fee Schedule at
November 15, 2021

  

Annual Fee Based Upon Average Net Assets per Fund Complex

.90 basis points on the first $25 billion

.85 basis points on the next $25 billion

.80 basis points on the balance

 

Services Included in Annual Fee Per Fund

■    Advisor Information Source – On-line access to portfolio management and compliance information.

■    Daily Performance Reporting – Daily pre and post-tax fund and/or sub-advisor performance reporting.

■    U.S. Bank Legal Administration (e.g., registration statement update)

■    CoreTax Services – See Additional Services Fee Schedule

 

All schedules subject to change depending upon use of unique security types requiring special pricing or accounting arrangements.

 

Annual Base Fee

 

$1,000 per CUSIP

 

Money Market Funds – Multiple NAV Strike Adjustment

 

Two to Four NAV Strikes: 20% increase in basis points charge on Institutional Prime Obligations Fund balance

 

Chief Compliance Officer Support Fee

 

$3,000 per year, per service line

 

Data Services

 

Pricing Services

 

■    $0.08 – Domestic Equities, Options, ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs, Total Return Swaps

■    $0.50 – Domestic Corporates, Domestic Convertibles, Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds

■    $0.80 – CMOs, Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield

■    $0.90 – Interest Rate Swaps, Foreign Currency Swaps

■    $1.00 – Bank Loans

■    $1.50 – Swaptions, Intraday money market funds pricing, up to 3 times per day

■    $3.00 – Credit Default Swaps

■    $500 per Month Manual Security Pricing (>25per day)

 

Pricing Services – Intraday Pricing Funds (Price based on 2-3 strikes; additional strikes priced separately)

 

■    $1.00 – Domestic Corporates, Domestic Convertibles, Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds, Money Market Instruments

■    $1.50 – CMOs, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield

 

NOTE: Prices above are based on using U.S. Bank primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, such as CLOs and CDOs, which may result in additional fees. 

 

 

 

 

 

Fund Administration and Fund Accounting Services Fee Schedule at November 15, 2021
(continued)

 

Corporate Action and Factor Services (security paydown)

 

■ $2.00 per Foreign Equity Security per Month

■ $1.00 per Domestic Equity Security per Month

■ $2.00 per CMOs, Asset Backed, Mortgage Backed Security per Month

 

Third Party Administrative Data Charges (descriptive data for each security)

 

■ $1 per security per month for fund administrative data

 

SEC Modernization Requirements

 

■    Form N-CEN – $250 per year, per Fund

 

Fund Administration Reporting

 

■ Clear Portfolio: $850 per fund annual charge

■ Confluence N-MFP: $4,000 per fund annual charge

  

Miscellaneous Expenses

All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred:

 

Fair Value Services, SWIFT processing, customized reporting, third-party data provider costs (including Bloomberg, S&P, Moody’s, Morningstar GICS, MSCI, Lipper, etc.), postage, stationery, programming, special reports, proxies, insurance, EDGAR/XBRL filing, retention of records, federal and state regulatory filing fees, third party auditing and legal expenses, wash sales reporting (GainsKeeper), tax e-filing, PFIC monitoring, conversion expenses (if necessary) and travel related costs.

 

Additional Services

Additional services not included above shall be mutually agreed upon at the time of the service being added. Additional legal administration (e.g., subsequent new fund launch), daily compliance testing, Section 18 compliance testing, Section 15(c) reporting, equity & fixed income attribution reporting, and additional services mutually agreed upon.

 

In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).

 

Fees are calculated pro rata and billed monthly.

 

 

 

 


Exhibit (h)(3)

 

TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT

 

THIS AGREEMENT (this “Agreement”) is made and entered into effective as of November 15, 2021, by and among First American Funds Trust, a Massachusetts business trust (the “Trust”), U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”) and U.S. Bancorp Asset Management, Inc., a Delaware corporation (“USBAM”).

 

WHEREAS, the Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company consisting of several series of shares of common stock (“Shares”);

 

WHEREAS, USBFS is, among other things, in the business of administering transfer and dividend disbursing agent functions for the benefit of its customers;

 

WHEREAS, USBAM is, among other things, the investment adviser and administrator of the Trust;

 

WHEREAS, the Trust desires to retain USBFS to provide transfer and dividend disbursing agent services to all series of Shares of the Trust set forth on Exhibit A (as amended from time-to-time) (each a “Portfolio” and, collectively, the “Portfolios”); and

 

NOW, THEREFORE, in consideration of the promises and mutual covenants herein contained, and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto, intending to be legally bound, do hereby agree as follows:

 

Section 1: Appointment of USBFS as Transfer Agent

 

The Trust hereby appoints USBFS as transfer agent for Shares of the Trust on the terms and conditions set forth in this Agreement, and USBFS hereby accepts such appointment and agrees to perform the services and duties set forth in this Agreement. The Trust hereby also authorizes USBFS to contract with qualifying financial institutions for the establishment and maintenance of omnibus accounts and for the provision of customary services related to such omnibus accounts.

 

Section 2: Services and Duties of USBFS

 

USBFS shall perform all of the customary services of a transfer agent and dividend disbursing agent for the Trust and each of its Portfolios, and as relevant, of an agent in connection with accumulation, open account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to:

 

 

2.1

Receive and process all orders for the purchase, exchange, and/or redemption of Shares in accordance with Rule 22c-1 of the 1940 Act, including the calculation and collection of any applicable sales charges. USBFS also will determine the

 

 

portion of each sales charge, if any, payable by the Trust’s principal underwriter to the dealer participating in the sale in accordance with such schedules as the Trust delivers from time to time to USBFS.

 

 

 

 

2.2

Process purchase orders with prompt delivery, where appropriate, of payment and supporting documentation to the Trust’s custodian, and register the appropriate number of uncertificated Shares with such uncertificated Shares being held in the appropriate Shareholder account. In the event that any check or other payment of money on the account of any Shareholder or new investor is returned or dishonored for any reason, USBFS shall stop redemptions of all Shares owned by the Shareholder or new investor related to that payment, place a stop payment on any checks that have been issued to redeem Shares of the Shareholder, cancel such Shares for

 

 

 

 

 

 

which payment was returned or dishonored and take such other action as it or the Trust deems appropriate.

 

 

 

 

2.3

Arrange for issuance of Shares obtained through transfers of funds from Shareholders’ accounts at financial institutions and arrange for the exchange of Shares for shares of other eligible investment companies, when permitted by the Trust’s current prospectuses (“Prospectuses”).

 

 

2.4

Process redemption requests received in good order and, where relevant, deliver appropriate documentation to the Trust’s custodian. USBFS will impose and collect any redemption fees imposed by the Trust in accordance with the terms set forth in the Prospectuses.

 

 

2.5

Pay monies upon receipt from the Trust’s custodian, where relevant, in accordance with the instructions of redeeming Shareholders. USBFS will replace lost or stolen checks issued to Shareholders upon receipt of proper notification and will maintain any stop payment orders against the lost or stolen checks as it is economically desirable to do.

 

 

2.6

Register transfers of Shares in accordance with the Shareholder’s instructions.

 

 

2.7

Process exchanges between Portfolios and/or classes of Shares of Portfolios and between a Portfolio and any other investment company or series thereof for which USBAM acts as investment adviser.

 

 

2.8

Prepare and transmit payments for dividends and distributions declared by the Trust with respect to each series and class of Shares, after deducting any amount required to be withheld by any applicable laws, rules and regulations and in accordance with Shareholder instructions.

 

 

2.9

Transmit daily dividend factors for each class of Shares to the registered holders of omnibus accounts, third-party administrators and other intermediaries.

 

 

2.10

Serve as agent of the Trust in connection with accumulation, open account or similar plans (e.g., periodic investment plans and periodic withdrawal plans.

 

 

2.11

Make changes to Shareholder records, including, but not limited to, address changes in plans (e.g., systematic withdrawal, automatic investment, dividend reinvestment).

 

 

2.12

Handle load and multi-class processing, including rights of accumulation and purchases by letters of intent.

 

 

2.13

Record the issuance of Shares of the Trust and maintain, pursuant to Rule 17Ad-10(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), a record of the total number of Shares of the Trust which are authorized, issued and outstanding. Provide daily and other periodic reports or data transmissions reasonably requested by the Trust regarding daily Share activity and cash received from and deposited to the Custodian on behalf of each Portfolio.

 

 

2.14

Prepare Shareholder meeting lists and, if applicable, mail, receive and tabulate proxies.

 

 

2.15

Mail Shareholder reports and Prospectuses to current Shareholders.

 

 

2.16

Prepare and file U.S. Treasury Department Forms 1099 and other appropriate information returns required with respect to dividends and distributions for Shareholders.

 

 

2.17

Provide Shareholder account information upon request, and prepare and mail confirmations and statements of account to Shareholders for purchases, redemptions and other confirmable transactions as agreed upon with the Trust.

 

 

2.18

Mail requests for Shareholders’ certifications under penalties of perjury and pay on a timely basis to the appropriate federal or state authorities any taxes to be withheld on dividends and distributions paid by the Trust, all as required by applicable federal and state tax laws and regulations.

 

  

 

 

 

 

2.19

Provide a Blue Sky system that will enable the Trust to monitor the total number of Shares of the Trust sold in each state. In addition, the Trust shall identify to USBFS in writing those classes of Shares or transactions to be treated as exempt from the Blue Sky reporting for each state.

 

 

2.20

USBFS shall (i) accept and effectuate the registration and maintenance of accounts through Networking and the purchase, redemption, transfer and exchange of Shares in such accounts through Fund/SERV (Networking and Fund/SERV being programs operated by the National Securities Clearing Corporation (“NSCC”) on behalf of NSCC’s participants, including the Fund), in accordance with instructions transmitted to and received by USBFS by transmission from the NSCC on behalf of participants that have been established by, or in accordance with, the instructions of authorized persons, (ii) issue instructions to the Fund’s designated NSCC participant banks for the settlement of transactions between the Fund and NSCC (acting on behalf of its participants), (iii) provide account and transaction information from the affected Fund’s records on USBFS’s computer system (“System”) in accordance with NSCC’s Networking and Fund/SERV rules, and (iv) maintain shareholder accounts on the System through Networking.

 

 

2.21

USBFS shall provide services to the Trust relating to escheatments, abandoned property, garnishment orders, bankruptcy and divorce proceedings, Internal Revenue Service or state tax and authority levies and summonses and all matters relating to the foregoing.

 

 

2.22

Answer correspondence from Shareholders, securities brokers and others relating to USBFS’s duties hereunder and such other correspondence as may from time to time be mutually agreed upon between USBFS and the Trust.

 

 

2.23

Reimburse the Trust each month for all material losses resulting from “as of” processing errors for which USBFS is responsible in accordance with the “as of” processing guidelines agreed to by USBFS and USBAM.

 

 

Section 3: Lost Shareholder Due Diligence Searches and Servicing

 

The Trust hereby acknowledges that USBFS has an arrangement with an outside vendor to conduct lost shareholder searches required by Rule 17Ad-17 under the Exchange Act. Costs associated with such searches will be passed through to the Trust as an out-of-pocket expense in accordance with the fee schedule set forth in Exhibit B hereto. If a shareholder remains lost and the shareholder’s account unresolved after completion of the mandatory Rule 17Ad-17 search, the Trust hereby authorizes vendor to enter, at its discretion, into fee sharing arrangements with the lost shareholder (or such lost shareholder’s representative or executor) to conduct a more in-depth search in order to locate the lost shareholder before the shareholder’s assets escheat to the applicable state. The Trust hereby acknowledges that USBFS is not a party to these arrangements and does not receive any revenue sharing or other fees relating to these arrangements. Furthermore, the Trust hereby acknowledges that vendor may receive up to 35% of the lost shareholder’s assets as compensation for its efforts in locating the lost shareholder.

 

Section 4: Anti-Money Laundering and Red Flag Identity Theft Prevention Programs

 

 

4.1

The Trust acknowledges that it has had an opportunity to review, consider and comment upon the written procedures provided by USBFS describing various tools used by USBFS which are designed to promote the detection and reporting of potential money laundering activity and identity theft by monitoring certain aspects of shareholder activity as well as written procedures for verifying a customer’s identity (collectively, the “Procedures”). Further, the Trust and USBFS have each determined that the Procedures, as part of the Trust’s overall Anti-Money Laundering Program and Red Flag Identity Theft Prevention Program, are reasonably designed to: (i) prevent each Portfolio from being used for money laundering or the financing of terrorist activities; (ii) prevent identity theft; and (iii) achieve compliance with the applicable provisions of the Bank

 

 

 

 

 

 

 

Secrecy Act, Fair and Accurate Credit Transactions Act of 2003 and the USA Patriot Act of 2001 and the implementing regulations thereunder.

 

 

 

 

4.2

Based on this determination, the Trust hereby instructs and directs USBFS to implement the Procedures on the Trust’s behalf, as such may be amended or revised from time to time. It is contemplated that these Procedures will be amended from time to time by the parties as additional regulations are adopted and/or regulatory guidance is provided relating to the Trust’s anti-money laundering and identity theft responsibilities.

 

 

4.3

USBFS agrees to provide to the Trust:

 

 

 

(a)

Prompt written notification of any transaction or combination of transactions that USBFS believes, based on the Procedures, evidence money laundering or identity theft activities in connection with the Trust or any Shareholder;

 

 

(b)

Prompt written notification of any customer(s) that USBFS reasonably believes, based upon the Procedures, to be engaged in money laundering or identity theft activities, provided that the Trust agrees not to communicate this information to the customer;

 

 

(c)

Any reports received by USBFS from any government agency or applicable industry self-regulatory organization pertaining to USBFS’ Anti-Money Laundering Program or the Red Flag Identity Theft Prevention Program on behalf of the Trust;

 

 

(d)

Prompt written notification of any action taken in response to anti-money laundering violations or identity theft activity as described in (a), (b) or (c) immediately above; and

 

 

(e)

Certified annual and quarterly reports of its monitoring and customer identification activities pursuant to the Procedures on behalf of the Trust.

 

 

4.4

The Trust hereby directs, and USBFS acknowledges, that USBFS shall (i) permit federal regulators access to such information and records maintained by USBFS and relating to USBFS’ implementation of the Procedures, on behalf of the Trust, as they may request, and (ii) permit such federal regulators to inspect USBFS’ implementation of the Procedures on behalf of the Trust.

 

Section 5: Representations of USBFS

 

USBFS represents and warrants to the Trust, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

 

 

5.1

It is a limited liability corporation duly organized, existing and in good standing under the laws of Wisconsin;

 

 

5.2

It is a registered transfer agent under the Exchange Act;

 

 

5.3

It is duly qualified to carry on its business in the State of Wisconsin;

 

 

5.4

It is empowered under applicable laws and by its charter and bylaws to enter into and perform this Agreement;

 

 

5.5

All requisite corporate proceedings have been taken to authorize it to enter and perform this Agreement;

 

 

5.6

It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement; and

 

 

5.7

It is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement.

 

 

 

 

 

 

5.8

This Agreement has been duly authorized, executed and delivered by USBFS in accordance with all requisite action and constitutes a valid and legally binding obligation of USBFS, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties.

 

Section 6: Representations of the Trust

 

The Trust represents and warrants to USBFS, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

 

 

6.1

The Trust is an open-end investment company under the 1940 Act;

 

 

6.2

The Trust is a business trust organized, existing, and in good standing under the laws of the Commonwealth of Massachusetts;

 

 

6.3

The Trust is empowered under applicable laws and by its Declaration of Trust and Bylaws to enter into and perform this Agreement;

 

 

6.4

The Trust will comply with all applicable requirements of the Securities Act of 1933, as amended, the Exchange Act, the 1940 Act, and any laws, rules and regulations of governmental authorities having jurisdiction;

 

 

6.5

The Trust is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement;

 

 

6.6

A registration statement under the 1940 Act and the Securities Act of 1933, as amended, is made effective and will remain effective, and appropriate state securities law filings have been made and will continue to be made, with respect to all Shares of the Trust being offered for sale; and

 

 

6.7

This Agreement has been duly authorized, executed and delivered by the Trust in accordance with all requisite action and constitutes a valid and legally binding obligation of the Trust, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties.

 

Section 7: Service Standards

 

On a monthly basis, USBFS shall submit a written report to USBAM concerning the performance of its obligations under this Agreement, including the accuracy and timeliness of the various services provided pursuant to this Agreement (the “Service Standards Report”). The Service Standards Report shall include such measures as are agreed to by the parties from time to time. In addition, USBFS agrees to make such reports and presentations to the Board of Trustees as may be reasonably requested from time to time.

 

Section 8: Compliance.

 

 

8.1

USBFS agrees to comply with all applicable federal, state and local laws and regulations, codes, orders and government rules in the performance of its duties under this Agreement. USBFS agrees to provide the Trust with such certifications, reports and other information as the Trust may reasonably request from time to time to assist it in complying with, and monitoring for compliance with, applicable laws, rules and regulations (it being understood that such reports to be provided by USBFS to the Trust shall include the annual report of USBFS pursuant to Rule

 

 

 

 

 

 

 

17Ad-13 under the Exchange Act.) Specifically, USBFS shall reasonably cooperate with the Chief Compliance Officer of the Trust with respect to requests for information and other assistance regarding the obligations of the Trust and the Portfolios regarding compliance with Rule 38a-1 under the 1940 Act (“Rule 38a-l”), including providing the Trust with necessary information which may include (but is not limited to) SSAE16 reports (as applicable).

 

 

 

 

8.2

USBFS represents that:

 

 

(a)

it has adopted and implemented written policies and procedures reasonably designed to prevent violations of the “Federal Securities Laws” (as defined in Rule 38a-1) related to the services provided by USBFS to the Trust;

 

 

(b)

it will review, no less frequently than annually, the adequacy of the policies and procedures and the effectiveness of their implementation and will report to the Trust any material changes made to the policies and procedures since the date of the last report, and any material changes made to the policies and procedures recommended as a result of the annual review; and

 

 

(c)

it will promptly notify the Trust of any “Material Compliance Matter” (as defined in Rule 38a-1) affecting any Fund and will provide the Trust with an annual report of each Material Compliance Matter that occurred since the date of the last report.

 

 

Section 9: Compensation

 

 

9.1

The Trust shall compensate USBFS for providing the services set forth in this Agreement and for such out-of-pocket expenses as are reasonably incurred by USBFS in performing its duties hereunder in accordance with the fee schedule set forth on Exhibit B hereto (as amended from time to time), provided that USBAM agrees to pay certain of the fees and out-of-pocket expenses set forth on Exhibit B, as indicated thereon, out of its own assets.

 

 

9.2

The Trust and/or USBAM, as applicable, shall pay all fees and reimbursable expenses within thirty (30) calendar days following receipt of the billing notice, except for any fee or expense subject to a good faith dispute. Either the Trust or USBAM, as applicable, shall notify USBFS in writing within thirty (30) calendar days following receipt of each invoice if such party is disputing any amounts in good faith. The Trust or USBAM, as applicable, shall settle such disputed amounts within ten (10) calendar days of the day on which the parties agree to the amount to be paid.

 

Section 10: Standard of Care; Indemnification; Limitation of Liability

 

 

10.1

The duties of the USBFS shall be confined to those expressly set forth herein, and no implied duties are assumed by or may be asserted against USBFS hereunder. USBFS shall not be liable for any error of judgment or mistake of law or for any loss arising out of any act or omission in carrying out its duties hereunder, except a loss resulting from willful misfeasance, bad faith or negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder, except as may otherwise be provided under provisions of applicable law which cannot be waived or modified hereby. (As used in this Section 10, the term “USBFS” shall include directors, officers, employees and other corporate agents of USBFS as well as that corporation itself.)

 

 

10.2

So long as USBFS acts in good faith and with due diligence and without negligence, the Trust assumes full responsibility and shall indemnify USBFS and hold it harmless from and against any and all actions, suits and claims, whether groundless or otherwise, and from and against any and all losses, damages, costs, charges, reasonable counsel fees and disbursements, payments, expenses and liabilities (including reasonable investigation expenses) arising directly or indirectly out of USBFS’ relationship with the Trust, including USBFS’ actions taken or nonactions with

 

 

 

 

 

 

respect to the performance of services hereunder. The indemnity and defense provisions set forth herein shall survive the termination of this Agreement.

 

 

 

 

(a)

The rights hereunder shall include the right to reasonable advances of defense expenses in the event of any pending or threatened litigation with respect to which indemnification hereunder may ultimately be merited; provided, however, that in the event that it is ultimately determined that indemnification is not warranted, any such amounts advanced hereunder shall be repaid. In order that the indemnification provision contained herein shall apply, however, it is understood that if in any case the Trust may be asked to indemnify or hold USBFS harmless, the Trust shall be fully and promptly advised of all pertinent facts concerning the situation in question, and it is further understood that USBFS will use all reasonable care to identify and notify the Trust promptly concerning any situation which presents or appears likely to present the probability of such a claim for indemnification against the Trust.

 

 

(b)

The Trust shall be entitled to participate at its own expense or, if it so elects, to assume the defense of any suit brought to enforce any claims subject to this indemnity provision. If the Trust elects to assume the defense of any

 

 

 

such claim, the defense shall be conducted by counsel chosen by the Trust and satisfactory to USBFS, whose approval shall not be unreasonably withheld. In the event that the Trust elects to assume the defense of any suit and retain counsel, USBFS shall bear the fees and expenses of any additional counsel retained by it. If the Trust does not elect to assume the defense of a suit, it will reimburse USBFS for the reasonable fees and expenses of any counsel retained by USBFS.

 

 

10.3

USBFS may apply to the Trust at any time for instructions and may consult outside counsel for the Trust or its own counsel and with accountants and other experts with respect to any matter arising in connection with USBFS’ duties, and, except for such actions or omissions constituting negligence, USBFS shall not be liable or accountable for any action taken or omitted by it in good faith and in accordance with such instruction or with the opinion of such counsel, accountants or other experts.

 

Section 11: Proprietary and Confidential Information

 

 

11.1

USBFS agrees on behalf of itself and its directors, officers, and employees to treat confidentially and as proprietary information of the Trust all records and other information relative to the Trust and prior, present, or potential Shareholders (and clients of said Shareholders) and not to use such records and information for any purpose other than the performance of its responsibilities and duties hereunder, except (i) after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where USBFS may be exposed to civil or criminal contempt proceedings for failure to comply, or (ii) when so requested by the Trust. Records and other information which have become known to the public through no wrongful act of USBFS or any of its employees, agents or representatives, and information that was already in the possession of USBFS prior to receipt thereof from the Trust or its agent, shall not be subject to this paragraph.

 

 

11.2

Further, USBFS will adhere to the privacy policies adopted by the Trust pursuant to Title V of the Gramm-Leach-Bliley Act, as may be modified from time to time (the “Act”). USBFS shall have in place and maintain physical, electronic, and procedural safeguards reasonably designed to protect the security, confidentiality and integrity of, and to prevent unauthorized access to or use of, records and information relating to the Trust or its Shareholders. Notwithstanding the foregoing, USBFS will not share any nonpublic personal information concerning any of the Shareholders with any third party unless specifically directed by the Trust or allowed under one of the exceptions noted under the Act.

 

 

 

 

 

Section 12: Retail Money Market Portfolios

 

With respect to each Portfolio identified on Exhibit A as a retail money market fund (a “Retail Portfolio”), USBFS will follow the procedures set forth in this Section 12.

 

 

12.1

Retail Portfolio Accounts Report. No later than a date agreed to by the parties, USBFS will provide the Trust with a written report (the “Tax Free Portfolio Accounts Report”) identifying which of its accounts holding Shares of the Tax Free Obligations Fund (the “Tax Fee Portfolio”) are:

 

 

(a)

Omnibus accounts;

 

 

(b)

Other accounts beneficially owned by natural persons (as such terms are interpreted by the Securities Exchange Commission and its staff);

 

 

(c)

Other accounts not beneficially owned by natural persons (“Disqualified Accounts”); and

 

 

(d)

Other accounts for which USBFS does not have sufficient information to determine whether natural persons beneficially own the accounts.

 

 

To assist USBFS in preparing this report, the Trust has provided USBFS with a copy of the policies and procedures reasonably designed to limit all beneficial owners of the Retail Portfolios to natural persons (“Retail Portfolio Procedures”) adopted by the Trust. USBAM will assist USBFS in (i) determining when an account may be treated as beneficially owned by natural persons in accordance with the Retail Portfolio Procedures and (ii) obtaining additional information to determine whether natural persons beneficially own the accounts identified in paragraph (d) above. If such information cannot be obtained prior to a one-month period from the date hereof, the account will be included in the Disqualified Accounts.

 

 

12.2

New Omnibus Accounts. After the delivery of the Tax Free Portfolio Accounts Report, USBFS will promptly notify the Trust of any application to open a new omnibus account for Shares of a Retail Portfolio and request confirmation by the Trust that the intermediary applying for the omnibus account has adopted Retail Fund Procedures before opening the account. After an agreed upon date, USBFS will register Shares of a Retail Portfolio to only those omnibus accounts that the Trust has confirmed in writing to be subject to Retail Portfolio Procedures.

 

 

12.3

Other New Accounts. USBFS will only open new accounts (other than omnibus accounts) for Shares of Retail Portfolios in accordance with the Trust’s Retail Portfolio Procedures. After the date specified in the Retail Portfolio Procedures, USBFS will only register Shares of Retail Portfolio to accounts in accordance with the Retail Portfolio Procedures.

 

 

12.4

Recordkeeping. Any documents or other information relied upon to establish that an account is beneficially owned by a natural person shall be subject to the provision of Section 19 below.

 

Section 13: Suspensions of Redemptions and Liquidity Fees

 

 

13.1

The Trust will promptly notify USBFS of any determination by the Trust’s Board of Trustees to suspend redemption of a Portfolio’s Shares in accordance with Rules 2a-7 or 22e-3 under the 1940 Act. Upon receipt of such notice, USBFS will use commercially reasonable efforts to cease processing redemptions of such Shares and wiring redemption proceeds.

 

 

13.2

The Trust will promptly notify USBFS of any determination by the Trust’s Board of Trustees to charge a liquidity fee for redemptions of a Portfolio’s Shares in accordance with Rule 2a-7 under the 1940 Act. Such notice will specify the amount of the liquidity fee (as a percentage of the redemption proceeds) and the time as of which the liquidity fee will take effect.

 

 

(a)

Except as provided in paragraph (b) below, upon receipt of such notice, USBFS will calculate and collect the liquidity fee for each redemption and remit such liquidity fee to the Portfolio. When calculating a liquidity fee for redemptions from an omnibus account, USBFS

 

 

 

 

 

 

 

shall assume that the redemptions have not been offset by the purchases of other underlying Shareholders. USBFS may remit liquidity fees by either (i) deducting the liquidity fee from redemption proceeds and returning them to the Trust’s custodian or (ii) reducing the monies requested from the Trust’s custodian to pay redemptions of the Portfolio’s Shares by the amount of the liquidity fees.

 

 

 

 

(b)

The Trust will notify USBFS in writing of any accounts subject to an undertaking by the intermediaries for such accounts to collect and remit liquidity fees to the Portfolio. Unless otherwise directed by the Trust, USBFS shall not deduct any liquidity fees from redemptions made by such designated accounts. Upon the request of the Trust, USBFS will provide the Trust with redemption activity and other information required to reconcile the liquidity fees remitted by such accounts to the Portfolio.

 

 

13.3

If a Portfolio suspends redemptions or imposes a liquidity fee during the course of a business day, USBFS will provide any information requested by the Trust and in USBFS’s possession to determine when the Trust was deemed to receive a redemption order. If the Trust determines, in its sole discretion, that it received a redemption order in good form prior to the effective time of the suspension or liquidity fee, USBFS will process and pay such redemption (without deducting any liquidity fee) if so directed by the Trust. If so directed by the Trust, USBFS

 

 

 

will also rebate to the Shareholder any liquidity fee deducted from such redemption.

 

 

 

 

13.4

The Trust will promptly notify USBFS of any change in the amount of the liquidity fee and the time at which such change will take effect. The Trust will also notify USBFS of the termination of any suspension of redemptions or liquidity fee and of the time such termination will take effect.

 

13.5

For the avoidance of doubt, any claim by a Shareholder against USBFS arising from USBFS’s conduct in accordance with this Section 13 shall be subject to indemnification as provided in Section 10.2 above.

 

Section 14: Agent of the Trust

 

Unless otherwise notified in writing by an authorized officer of the Trust, USBAM will act as the Trust’s agent for purposes of this Agreement. USBFS may deliver any notices or requests hereunder to USBAM and may follow any directions or instructions given by USBAM on behalf of the Trust or any Portfolio.

 

Section 15: Insurance

 

USBFS will not reduce or allow to lapse any of its insurance coverage from time to time in effect, including but not limited to Errors and Omissions, Fidelity Bond and Electronic Data Processing coverage, without the prior written consent of the Trust.

 

Section 16: Disaster Recovery Plan

 

 

16.1

USBFS warrants and represents that it has reasonably designed disaster recovery plans, and that upon request of the Trust, it shall provide evidence of its disaster recovery plan.

 

 

16.2

USBFS shall continuously maintain and periodically test such reasonably designed back-up systems and disaster recovery plans, and shall report to the Trust and its Board of Trustees no less than annually regarding such maintenance and testing. Upon the request of the Trust, USBFS shall provide supplemental information concerning the aspects of its disaster recovery and business continuity plan that are relevant to the services provided hereunder. Notwithstanding the foregoing or any other provision of this Agreement, USBFS shall not be responsible for any damage, loss of data, delay or any other loss whatsoever caused by events beyond its reasonable control. Events beyond the reasonable control of USBFS (“Force Majeure Events”) include, without limitation, natural disasters, actions or decrees of governmental bodies, terrorist

 

 

 

 

 

 

 

actions, communication lines failures that are not the fault of either party, flood or catastrophe, acts of God or other similar events beyond its control.

 

 

 

 

16.3

In the event of a Force Majeure Event, USBFS shall follow applicable procedures in its disaster recovery and business continuity plan and use all commercially reasonable efforts to minimize any service interruption.

 

Section 17: Term of Agreement; Amendment

 

 

17.1

This Agreement shall become effective as of the date first written above and will continue in effect for a period of one year. This Agreement shall continue in effect from year to year thereafter, but only so long as such continuance is specifically approved at least annually by the Trust’s Board of Trustees, including the specific approval of a majority of the Trustees who are not interested persons of the Trust. Subsequent to the initial one-year term, this Agreement may be terminated by the Trust or USBFS upon giving ninety (90) days’ prior written notice to the other party or such shorter period as is mutually agreed upon by the parties. Notwithstanding the foregoing, this Agreement may be terminated by either the Trust or USBFS upon a material breach of this Agreement by the other party if such breach is not cured within 15 days of notice of such material breach to the breaching party.

 

 

17.2

This Agreement may not be amended or modified in any manner except by written agreement executed by USBFS, USBAM and the Trust, and authorized or approved by the Board of Trustees. Notwithstanding the foregoing, the Trust may amend this Agreement to add or remove Portfolios by delivering to USBFS a revised version of Exhibit A, which (in the absence of any written objection by USBFS) will take effect 30 calendar days after such delivery or on such other date as may be agreed upon by the parties hereto in writing.

 

Section 18: Duties in the Event of Termination

 

In the event that, in connection with termination, a successor to any of USBFS’s duties or responsibilities hereunder is designated by the Trust by written notice to USBFS, USBFS will promptly, upon such termination and at the expense of the Trust, transfer to such successor all relevant books, records, correspondence, and other data established or maintained by USBFS under this Agreement in a form reasonably acceptable to the Trust (if such form differs from the form in which USBFS has maintained, the Trust shall pay any expenses associated with transferring the data to such form), and will cooperate in the transfer of such duties and responsibilities, including provision for assistance from USBFS’s personnel in the establishment of books, records, and other data by such successor. If no successor is designated, such books, records, and other data will be returned to the Trust.

 

Section 19: Records

 

USBFS shall keep records relating to the services to be performed hereunder in the form and manner, and for such period, as it may deem advisable and is agreeable to the Trust, but not inconsistent with the rules and regulations of appropriate government authorities, in particular, Section 31 of the 1940 Act and the rules thereunder. USBFS agrees that all such records prepared or maintained by USBFS relating to the services to be performed by USBFS hereunder are the property of the Trust and will be preserved, maintained, and made available in accordance with such applicable sections and rules of the 1940 Act and will be promptly surrendered to the Trust on and in accordance with its request. Further, federal examiners shall have access to information and records relating to anti-money laundering activities performed by USBFS hereunder and USBFS consents to any inspection authorized by law or regulation in connection thereof.

 

 

 

 

 

Section 20: Governing Law

 

This Agreement shall be construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to conflicts of law principles. To the extent that the applicable laws of the Commonwealth of Massachusetts, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control, and nothing herein shall be construed in a manner inconsistent with the 1940 Act or any rule or order of the Securities and Exchange Commission thereunder.

 

Section 21: Data Necessary to Perform Services

 

The Trust or its agent shall furnish to USBFS the data necessary to perform the services described herein at such times and in such form as mutually agreed upon.

 

Section 22: Assignment

 

This Agreement may not be assigned by the Trust without the written consent of USBFS, or by USBFS without the written consent of the Trust accompanied by the authorization or approval of the Board of Trustees.

 

Section 23: Services Not Exclusive

 

Nothing in this Agreement shall limit or restrict USBFS from providing services to other parties that are similar or identical to some or all of the services provided hereunder.

 

Section 24: Invalidity

 

Any provision of this Agreement which may be determined by competent authority to be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. In such case, the parties shall in good faith modify or substitute such provision consistent with the original intent of the parties.

 

Section 25: Notices

 

Any notice required or permitted to be given by either party to the other shall be in writing and shall be deemed to have been given on the date delivered personally or by courier service, or three (3) days after sent by registered or certified mail, postage prepaid, return receipt requested, or on the date sent and confirmed received by facsimile transmission to the other party’s address set forth below: Notice to USBFS shall be sent to:

 

U.S. Bancorp Fund Services, LLC

615 East Michigan Street
Milwaukee, WI 53202
Attn: President

 

and notice to the Trust or USBAM shall be sent to:

First American Funds Trust

800 Nicollet Mall, 4th Fl.

Minneapolis, MN 55402
Attn: Fund Treasurer

 

 

 

 

 

Section 26: Merger of Agreement

 

This Agreement constitutes the entire agreement between the parties hereto and supersedes any prior agreement (including the Prior Agreement) with respect to the subject matter hereof whether oral or written.

 

Section 27: Multiple Originals

 

This Agreement may be executed on two or more counterparts, each of which when so executed shall be deemed to be an original, but such counterparts shall together constitute but one and the same instrument.

 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by a duly authorized officer on one or more counterparts as of the date first above written.

 

 

First American Funds Trust

 

 

 

By:

/s/ Jill M. Stevenson

 

Name:

Jill M. Stevenson

 

Title:

Mutual Funds Treasurer & Head of Operations

 

 

 

U.S. Bancorp Fund Services, LLC

 

 

 

By:

/s/ Anita M. Zagrodnik

 

Name:

Anita M. Zagrodnik

 

Title:

Senior Vice President

 

 

 

U.S. Bancorp Asset Management, Inc.

 

 

 

By:

/s/ James D. Palmer

 

Name:

James D. Palmer

 

Title:

Chief Investment Officer

 

 

 

 

 

EXHIBIT A
Effective November 15, 2021

 

Portfolio

Type of Money Market Fund

First American Government Obligations Fund

Government Money Market Fund

First American Institutional Prime Obligations Fund

Institutional Money Market Fund

First American Retail Prime Obligations Fund

Retail Money Market Fund

First American Tax Free Obligations Fund

Retail Money Market Fund

First American Treasury Obligations Fund

Government Money Market Fund

First American U.S. Treasury Money Market Fund

Government Money Market Fund

 

 

 

 

 

EXHIBIT B

 

Transfer Agent, Shareholder & Account Services Fee Schedule

 

Annual Service Charges to the Fund 

Shareholder Account Fee (Subject to Minimums) 

■■ No-Load Fund Accounts

$15.00 per open account

■ Load Fund Accounts

$16.00 per closed account

■ Daily Accrual Fund Accounts

$21.00 per open account

■ Closed Accounts

$2.50 per closed account

 

Annual Minimums (Existing Funds)

■ $30,000 per no-load fund

■ $36,000 per load or daily accrual fund

■ $18,000 each additional class

■ $12,500 per each B share class (Eff. 1/1/2010)

 

New Funds/Classes Annual Minimums (Eff. 2/1/2010)

■ $12,500 per class – Year 1

■ $15,000 per class – Following Year 1

 

Money Market Reform Charges

■ $50,000 – DST Annual Fee

 

Activity Charges

■ Telephone Calls - $1.00 /minute

■ Voice Response Call - $0.35 /call

■ E-mail Services

–     $200 /month administration

–     $3.00 /e-mail received

■ Draft Check Processing - $3.00 /draft

■ Daily Valuation Trades - $10.00 /trade

■ Lost Shareholder Search - $5.00 /search

■ AML New Account Service - $1.00 /new domestic and $2.00 /new foreign

■ AML Annual Base Fee $5,000 (Per Fund Complex)

■ ACH/EFT Shareholder Services

–     $125.00 /month/fund group

–     $0.50 /ACH item, setup, change

–     $5.00 /correction, reversal

■ $15.00 / outgoing wire transfer

 

Miscellaneous Fees

■ Telephone toll-free lines, call transfers, etc.

■ Mailing, sorting and postage

■ Stationery

■ Programming, special reports

■ Insurance, record retention, microfilm/fiche

■ NSCC charges

■ Any additional expenses, agreed to in advance by the Fund, reasonable incurred by USBFS in the performance of its duties and obligations under this Agreement

 

Service Charges to Investors

Qualified Plan Fees (Billed to Investors)

■ $25.00 /transfers to successor trustee

■ $25.00 /participant distribution (excluding SWPs)

■ $25.00 /refund of excess contribution

 

Additional Shareholder Fees (Billed to Investors)

■ $15.00 /overnight delivery

■ $25.00 /return check or ACH

 

 

 

 

 

■ $25.00 /stop payment

■ $ 5.00 /research request per account (Cap at $25.00 /request) (For requested items of the second calendar year [or previous] to the request)

 

Technology Charges

■ Fund Setup - $750 /cusip

■ NSCC Service Interface – All NSCC Services - $1,400 /cusip/year

■ Telecommunications and Voice Services

–     Service Setup - $1,650 ATT transfer connect

–     VRU Setup - $500 /fund group

–     VRU Maintenance - $100 /cusip/month (Class A), $75 /cusip/month (Class B), $50 /cusip/month (Class C)

■ $0.35 /voice response call

■ Asset Allocation Services - $8.00 /account group/year (4 reallocations)

■ 12b-1 Aging - $1.50 /account/per

■ Average Cost - $0.36 /account/year

■ Development/Programming - $150 /hour

■ File Transmissions – subject to requirements

■ Selects - $300 per select

■ Extraordinary services – charged as incurred

–     Conversion of Records (if necessary) – Estimate to be provided

–     Custom processing, re-processing

–     All other extraordinary services

 

Fees are billed monthly.

 

Internet Services Annual Fee Schedule (paid by USBAM)

 

VISION MUTUAL FUND GATEWAY – Permits brokers/dealers, financial planners, and RIAs to use a web-based systems to perform order and account inquiry, execute trades, print applications, review prospectuses and establish new accounts

 

■ Inquiry Only:

–     Inquiry - $0.05 per event

–     Per broker ID - $5.00 per month per ID

■ Transaction Processing

–     Implementation - $5,000 per management company

–     Transaction – purchase, redeem, exchange, literature order - $0.50 per event

–     New Account Setup – may contain multiple fund/accounts - $3.00 per event

–     Monthly minimum charge - $500 per month

 

FAN MAIL – Financial planner mailbox provides transaction, account and price information to financial planners and small brokers/dealers for import into a variety of financial planning software packages

 

■ Base Fee Per Management Company – file generation and delivery - $6,000 per year

■ Per Record Change

–     Rep/Branch/ID - $0.018

–     Dealer - $0.012

–     Price Files - $0.002 or $1.75 /user/month, whichever is less

 

IMAGE AND/OR COLD ON-LINE ACCESS – On-line internet access to U.S. Bancorp shareholder document images, statements and tax advices (COLD)

 

■ Setup - $1,500 initial setup per concurrent connection (up to 5 workstations each)

■ Service - $325 /month/concurrent connection

 

2

Recordkeeping Application Access

 

■ Internet VPN – Infrastructure to allow for application accessibility to host systems and file transfers

 

-

$1,500 implementation

 

-

$500 per month

■ Physical Network – Infrastructure to allow for application accessibility to host systems and file transfers

 

-

Cost varies depending upon location and bandwidth

 

 

 

 

 

■ TA2000 3270 Emulation (Mainframe Green Screen) – Account inquiry and ability to perform financial transactions or account maintenance depending upon user access.

 

-

$500 implementation

 

-

$200 per ID per month

■ TA2000 Desktop (Graphic User Interface to the TA2000 Mainframe) – Account inquiry and ability to perform financial transactions or account maintenance depending upon user access provisioning.

 

-

$2,500 implementation

 

-

$350 per ID per month (Waived)

■ TA2000 SmartDesk (Web Application to TA2000 Mainframe) – Account inquiry only.

 

-

$1,000 implementation

 

-

$200 per ID per month

■ Automated Work Distributor (AWD) – Image and workflow application.

 

-

$13,500 implementation

 

-

$400 per ID per month

■ Same Day Cash Management (SDCM) – Fund level transaction and cash reporting.

 

-

$1,500 implementation

 

-

$2,600 per month

 

 

 

 


Exhibit (h)(4)

 

FIRST AMERICAN FUNDS, INC.

SHAREHOLDER SERVICE PLAN AND AGREEMENT

 

Effective November 15, 2021

 

First American Funds Trust, a Massachusetts business trust (the “Trust”), is an open-end investment company registered under the Investment Company Act of 1940, as amended, and currently consisting of a number of separately managed portfolios (the “Portfolios”). The Fund desires to retain U.S. Bancorp Asset Management, Inc. (“USBAM”), a Delaware corporation, to provide, or to compensate other service providers for providing, the services described herein to clients (the “Clients”) who from time to time beneficially own Class A, Class D, Class T, Class V or Class Y shares of the Portfolios (“Shares”). USBAM is willing to provide or to compensate other service providers for providing such shareholder services in accordance with the terms and conditions of this Agreement.

 

This Shareholder Service Plan and Agreement does not provide for distribution-related services and is not being adopted under Rule 12b-1 under the Investment Company Act of 1940.

 

SECTION 1. USBAM will provide, or will enter into written agreements with service providers pursuant to which the service providers will provide, one or more of the following shareholder services to Clients who may from time to time beneficially own Shares:

 

 

(i)

maintaining accounts relating to Clients that invest in Shares;

 

(ii)

providing information periodically to Clients showing their positions in Shares;

 

(iii)

arranging for bank wires;

 

(iv)

responding to Client inquiries relating to the services performed by USBAM or any service provider;

 

(v)

responding to inquiries from Clients concerning their investments in Shares;

 

(vi)

forwarding shareholder communications from the Trust (such as proxies, shareholder reports, annual and semi-annual financial statements and dividend, distribution and tax notices) to Clients;

 

(vii)

processing purchase, exchange and redemption requests from Clients and placing such orders with the Trust or its service providers;

 

(viii)

assisting Clients in changing dividend options, account designations and addresses;

 

(ix)

providing sub accounting with respect to Shares beneficially owned by Clients;

 

(x)

processing dividend payments from the Trust on behalf of Clients; and

 

(xi)

providing such other similar services as the Trust may reasonably request to the extent that USBAM and/or the service provider is permitted to do so under applicable laws or regulations.

 

SECTION 2. USBAM will provide all office space and equipment, telephone facilities and personnel (which may be part of the space, equipment and facilities currently used in USBAM’s business, or any personnel employed by USBAM) as may be reasonably necessary or beneficial in order to fulfill its responsibilities under this Agreement.

 

SECTION 3. Neither USBAM nor any of its officers, employees or agents is authorized to make any representations concerning the Trust or the Shares except those contained in the Trust’s then-current prospectus or statement of additional information for the Shares, copies of which will be supplied to USBAM, or in such supplemental literature or advertising as may be authorized in writing.

 

 

 

 

SECTION 4. For purposes of this Agreement, USBAM and each service provider will be deemed to be independent contractors, and will have no authority to act as agent for the Trust in any matter or in any respect. By its written acceptance of this Agreement, USBAM agrees to and does release, indemnify and hold the Trust harmless from and against any and all direct or indirect liabilities or losses resulting from requests, directions, actions or inactions of or by USBAM or its officers, employees or agents regarding USBAM’s responsibilities under this Agreement, the provision of the aforementioned services to Clients by USBAM or any service provider, or the purchase, redemption, transfer or registration of Shares (or orders relating to the same) by or on behalf of Clients. USBAM and its officers and employees will, upon request, be available during normal business hours to consult with representatives of the Trust or its designees concerning the performance of USBAM’s responsibilities under this Agreement.

 

SECTION 5. In consideration of the services and facilities to be provided by USBAM or any service provider, each Portfolio that has issued Shares of the respective class will pay to USBAM a fee at an annual rate equal to 0.25% of the average net asset value of the Class A, Class D, and Class Y shares, 0.20% of the average net asset value of the Class T shares, and 0.10% of the average net asset value of the Class V shares, which fee will be computed daily and paid monthly.

 

USBAM will pay any such service providers with which it enters into written agreements as contemplated by Section 1 out of the amounts so received by it. The Trust may, in its discretion and without notice, suspend or withdraw the sale of Shares of any Portfolio, including the sale of Shares to any service provider for the account of any Client or Clients. USBAM may waive all or any portion of its fee from time to time.

 

SECTION 6. The Trust may enter into other similar servicing agreements with any other person or persons without USBAM’s consent.

 

SECTION 7. By its written acceptance of this Agreement, USBAM represents, warrants, and agrees that the services provided by USBAM under this Agreement will in no event be primarily intended to result in the sale of Shares.

 

SECTION 8. This Agreement will become effective on the effective date specified in its caption and shall continue until terminated by either party. This Agreement is terminable with respect to the Shares of any Portfolio, without penalty, at any time by the Trust or by USBAM upon written notice to the Trust.

 

SECTION 9. All notices and other communications to either the Trust or to USBAM will be duly given if mailed, telegraphed, telefaxed, or transmitted by similar communications device to the appropriate address stated herein, or to such other address as either party shall so provide to the other.

 

SECTION 10. This Agreement will be construed in accordance with the laws of the Commonwealth of Massachusetts and may not be “assigned” by either party as that term is defined in the Investment Company Act of 1940.

 

 

 

 

 

By their signatures, the Trust and USBAM agree to the terms of this Agreement effective as of the date set forth in its caption.

 

                         FIRST AMERICAN FUNDS TRUST

 

 

                 By:    _/s/ James D. Palmer_________

                               James D. Palmer

                                            Vice President

 

                          U.S. BANCORP ASSET MANAGEMENT, INC.

 

 

                 By:     _/s/ Jill M. Stevenson_________

                                Jill M. Stevenson

                                             Head of Operations and Mutual Fund Treasurer

 

 

 


Exhibit (j)

 

Consent of Independent Registered Public Accounting Firm

 

 

We consent to the references to our firm under the captions “Financial Highlights” in the Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information dated December 21, 2021.

 

We also consent to the incorporation by reference of our report dated October 26, 2021, with respect to the financial statements and financial highlights of First American Funds, Inc. (including Government Obligations Fund, Institutional Prime Obligations Fund, Retail Prime Obligations Fund, Retail Tax Free Obligations Fund, Treasury Obligations Fund, and U.S. Treasury Money Market Fund) included in its Annual Report to Shareholders (Form N-CSR) for the year ended August 31, 2021, into this Post-Effective Amendment No. 1 to the Registration Statement (Form N-1A No. 811-23751), filed with the Securities and Exchange Commission

 

/s/ Ernst & Young LLP

 

Minneapolis, Minnesota

December 21, 2021

 

 


Exhibit (m)(1)

 

FIRST AMERICAN FUNDS TRUST

DISTRIBUTION AND SERVICE PLAN

Effective November 15, 2021

 

WHEREAS, FIRST AMERICAN FUNDS TRUST (the “Trust”) is engaged in business as an open-end investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”); and

 

WHEREAS, the Trustees of the Trust have determined that there is a reasonable likelihood that the following Amended and Restated Distribution and Service Plan (“Plan”) will benefit the portfolios of the Trust in existence as of the date hereof (the “Portfolios”) and the shareholders of the Class A and Class D shares of each Portfolio offering the respective class of shares (“Shareholders”);

 

NOW, THEREFORE, the Trustees of the Trust hereby adopt this Plan for the Portfolios pursuant to Rule 12b-1 under the 1940 Act. (To the extent the Trustees of the Trust adopt this Plan for newly formed portfolios of the Trust in accordance with Section 4 hereof, all references in this Plan to a “Portfolio” or “Portfolios” also refer to such newly formed portfolios.)

 

SECTION 1. The Trustees of the Trust have adopted this Plan to enable each Portfolio to directly or indirectly bear expenses relating to the distribution and/or shareholder servicing of the Class A and Class D shares of such Portfolio.

 

SECTION 2. The Class A shares of each Portfolio are authorized to pay the principal underwriter of the Fund’s shares (the “Distributor”) a total fee in connection with the servicing of shareholder accounts of such class and in connection with distribution-related services provided in respect of such class, calculated and payable monthly, at the annual rate of 0.25% of the value of the average daily net assets of such class. All or any portion of such total fee may be payable as a Shareholder Servicing Fee, and all or any portion of such total fee may be payable as a Distribution Fee, as determined from time to time by the Fund’s Board of Trustees. Until further action by the Board of Trustees, all of such fee shall be designated and payable as a Distribution Fee.

 

SECTION 3. The Class D shares of each Portfolio offering such shares are authorized to pay the Distributor a total fee in connection with the servicing of shareholder accounts of such class and in connection with distribution-related services provided in respect of such class, calculated and payable monthly, at the annual rate of 0.15% of the value of the average daily net assets of such class. All or any portion of such total fee may be payable as a Shareholder Servicing Fee and all or any portion of such total fee may be payable as a Distribution Fee, as determined from time to time by the Fund’s Board of Trustees. Until further action by the Board of Trustees, all of such fee shall be designated as a Distribution Fee.

 

SECTION 4.

 

(a)

With respect to each Portfolio, the Shareholder Servicing Fee may be used by the Distributor to provide compensation for ongoing servicing and/or maintenance of shareholder accounts of the respective class of shares of such Portfolio. Compensation may be paid by the Distributor to persons, including employees of the Distributor, and institutions who respond to inquiries of holders of such shares regarding their ownership of shares or their accounts with the Trust or who provide other administrative or accounting services not otherwise required to be provided by the Trust’s investment adviser, transfer agent or other agent of the Trust.

 

(b)

With respect to each Portfolio, the Distribution Fee may be used by the Distributor to provide initial and ongoing sales compensation to its investment executives and to other broker-dealers in respect of sales of the respective class of such Portfolio and to pay for other advertising and promotional expenses in connection with the distribution of such shares. These advertising and promotional expenses include, by way of example but not by way of limitation, costs of printing and mailing prospectuses, statements of additional information and shareholder reports to prospective investors; preparation and distribution of sales literature; advertising of any type; an allocation of overhead and other expenses of the Distributor related to the distribution of such shares; and payments to, and expenses of, officers, employees or representatives of the Distributor,

 

 

 

 

 

of other broker-dealers, banks or other financial institutions, and of any other persons who provide support services in connection with the distribution of such shares, including travel, entertainment, and telephone expenses.

 

 

(c)

Payments under the Plan shall be made for expenses for shareholder servicing and distribution related activities, as applicable, and as described in Sections 2 and 3 above, actually incurred by the Distributor, so that such payments will not exceed expenses actually incurred by the Distributor. The Trust’s Board of Trustees will evaluate the appropriateness of the Plan and its payment terms on a continuing basis and in doing so will consider all relevant factors, including expenses borne by the Distributor and amounts it receives under the Plan.

 

(d)

The Trust’s investment adviser and the Distributor may, at their option and in their sole discretion, make payments from their own resources to cover costs of additional distribution and shareholder servicing activities.

 

SECTION 5. This Plan shall not take effect with respect to any class of shares of a Portfolio, or any class of shares of a newly formed portfolio of the Trust, until it has been approved (a) by a vote of at least a majority of the outstanding voting securities of such class of shares, but only if such approval is required by the Investment Company Act of 1940 and the rules and regulations thereunder; and (b) together with any related agreements, by votes of the majority of both (i) the Trustees of the Trust and (ii) the Qualified Trustees, cast at a Board of Trustees meeting called for the purpose of voting on this Plan or such agreement.

 

SECTION 6. This Plan shall continue in effect for a period of more than one year after it takes effect only for so long as such continuance is specifically approved at least annually in the manner provided in Part (b) of Section 5 herein for the approval of this Plan.

 

SECTION 7. Any person authorized to direct the disposition of monies paid or payable by the Trust pursuant to this Plan or any related agreement shall provide to the Trustees of the Trust, at least quarterly, a written report of the amounts so expended and the purposes for which such expenditures were made.

 

SECTION 8. This Plan may be terminated at any time with respect to any class of shares of any Portfolio by the vote of a majority of the Qualified Trustees or by vote of a majority of the outstanding voting securities of such class.

 

SECTION 9. All agreements with any person relating to implementation of this Plan shall be in writing, and any agreement related to this Plan shall provide (a) that such agreement may be terminated at any time with respect to any class of shares of any Portfolio, without payment of any penalty, by the vote of a majority of the Qualified Trustees or by the vote of Shareholders holding a majority of such class’s outstanding voting securities, on not more than 60 days written notice to any other party to the agreement; and (b) that such agreement shall terminate automatically in the event of its assignment.

 

SECTION 10. This Plan may not be amended to increase materially the amount of fees payable pursuant hereto by any class of shares of any Portfolio without the approval of the majority of the outstanding voting securities of that class, and all material amendments to this Plan shall be approved in the manner provided in Part (b) of Section 5 herein for the approval of this Plan.

 

SECTION 11. As used in this Plan, (a) the term “Qualified Trustees “shall mean those Trustees of the Trust who are not interested persons of the Trust, and have no direct or indirect financial interest in the operation of this Plan or any agreements related to it, and (b) the terms “assignment” and “interested person” shall have the respective meanings specified in the 1940 Act and the rules and regulations thereunder, subject to such exemptions as may be granted by the Securities and Exchange Commission.

 

SECTION 12. While this Plan is in effect, the Board of Trustees of the Trust shall satisfy the fund governance standards as defined in Rule 0-1(a)(7) under the 1940 Act.

 

SECTION 13. This Plan shall not obligate the Trust or any other party to enter into an agreement with any particular person. 

 

 

 


Exhibit (m)(2)

 

Rule 12b-1 Fee Agreement

 

Quasar Distributors, LLC

615 East Michigan Street

Milwaukee, WI 53202

 

, 21

 

[Dealer Name]

[Street]

[City, State, Zip]

 

Ladies and Gentlemen:

 

This letter will confirm our understanding and agreement with respect to Rule 12b-1 payments to be made to you pursuant to the dealer agreement between you and us (the “Dealer Agreement”) which entitles you to serve as a selected dealer of the funds set forth on Exhibit A to this Agreement (the “Funds”).

 

1. Pursuant to Distribution Plans adopted by the Funds pursuant to Rule 12b-1 of the Investment Company Act of 1940 (the “Plans”) and the Dealer Agreement, we will remit to you on a monthly basis (within ten business days following the end of the month to which such payments relate) Rule 12b-1 payments as described in each applicable Fund’s prospectus; provided, however, that no Rule 12b-1 payments shall be due to you unless and until we receive such payments from the applicable Fund. Rule 12b-1 payments are in consideration of distribution and/or shareholder services provided by you to your customers who invest in and own shares of the Funds. Shareholder services may include providing information periodically to customers showing their positions in Fund shares and responding to routine inquiries from customers concerning their investment in Fund shares.

 

2. You agree that all activities conducted under this Agreement will be conducted in accordance with the Plans, as well as all applicable state and federal laws, including the Investment Company Act of 1940, the Securities Exchange Act of 1934, the Securities Act of 1933 and any applicable rules of the Financial Industry Regulatory Authority.

 

3. You shall furnish us with such information as shall reasonably be requested either by the Trustees of the Funds or by us with respect to the services provided and the fees paid to you pursuant to this Rule 12b-1 Agreement.

 

4. This Agreement may be terminated by the vote of (a) a majority of shareholders, or (b) a majority of the Funds’ Trustees, on 60 days’ written notice, without payment of any penalty. In addition, this Agreement will be terminated by any act that terminates the Plans or the Dealer Agreement and shall terminate immediately in the event of its assignment. This Agreement may be amended by us upon written notice to you, and you shall be deemed to have consented to such amendment upon effecting any purchases of shares for your own account or on behalf of any of your customer’s accounts following your receipt of such notice.

 

5. This Agreement shall become effective on the date accepted by you and shall continue in full force and effect so long as the continuance of the Plans are approved at least annually by a vote of the Board of Trustees of the Funds. All communications to us should be sent to the above address. Any notice to you shall be duly given if mailed or faxed to you at the address specified by you below.

 

Quasar Distributors, LLC

 

By:

James R. Schoenike, President

 

Accepted:

 

(Dealer Name)

 

 

 

 

(Street Address)

 

(City)(State)(ZIP)

 

(Telephone No.)

 

(Facsimile No.)

 

By:

 

(Name and Title)

 

 

 

 

 

Exhibit A

 

For all services rendered pursuant to the Bank-Trust Company Dealer Agreement, we shall pay you a fee based on the average daily net assets of Class A shares of the following Funds, as applicable, which are owned of record by your firm as nominee for your customers or which are owned by those customers of your firm whose records, as maintained by the Fund or its agent, designate your firm as the customer’s dealer of record. The amount of the 12b-1 fee for each Fund is described and set forth in each Fund’s current prospectus.

 

We shall make the determination of the net asset value of each class of shares of the Funds, which determination shall be made in the manner specified in the Funds’ current prospectuses, and pay to you, on the basis of such determination, the fee specified, to the extent permitted under the Plans.

 

First American Funds Trust

 

Government Obligations Fund

Retail Prime Obligations Fund

Retail Tax Free Obligations Fund

Treasury Obligations Fund

U.S. Treasury Money Market Fund

 

 

 


Exhibit (n)

 

FIRST AMERICAN FUNDS TRUST

Multiple Class Plan Pursuant to Rule 18f-3

Effective November 15, 2021

 

I.              Preamble.

 

Each of the funds listed below (each a “Fund,” and collectively the “Funds”), each a portfolio of First American Funds Trust (the “Trust”), has elected to rely on Rule 18f-3 under the Investment Company Act of 1940, as amended (the “1940 Act”) in offering multiple classes of shares in each Fund:

 

Government Obligations Fund

Treasury Obligations Fund

Institutional Prime Obligations Fund

U.S. Treasury Money Market Fund

Retail Tax Free Obligations Fund

Retail Prime Obligations Fund

 

This Plan sets forth the differences among classes of shares of the Funds, including distribution arrangements, shareholder services, expense allocations, conversion and exchange options, and voting rights.

 

II.             Attributes of Share Classes.

 

The attributes of each existing class of the existing Funds (i.e. Class A, Class D, Class G, Class P, Class T, Class U, Class V, Class X, Class Y, and Class Z shares), with respect to distribution arrangements, shareholder services, transfer agency services, recordkeeping services, and conversion and exchange options shall be as set forth in the following materials:

 

A.

Prospectuses of the various share classes of the respective Funds in the forms most recently filed with the Securities and Exchange Commission (the “SEC”) prior to the date of this Plan as amended.

B.

Statement of Additional Information of the Funds in the form most recently filed with the SEC prior to the date of this Plan as amended.

C.

First American Funds Trust Distribution and Service Plan effective November 15, 2021.

D.

First American Funds Trust Shareholder Service Plan and Agreement effective November 15, 2021.

E.

Administration Agreement with U.S. Bancorp Asset Management, Inc. and related Schedule A, each effective November 15, 2021.

F.

Transfer Agent and Shareholder Servicing Agreement with U.S. Bancorp Fund Services, LLC and U.S. Bancorp Asset Management, Inc. effective November 15, 2021.

 

Expenses of such existing classes of the Funds shall continue to be allocated in the manner set forth in III below. Each such existing class shall have exclusive voting rights on any matter submitted to shareholders that relates solely to its arrangement and shall have separate voting rights on any matter submitted to shareholders in which the interests of one class differ from the interests of any other class.

 

III.           Expense Allocations.

 

Expenses of the existing classes of the existing Funds shall be allocated as follows:

 

A.

Distribution fees, service fees, administration fees, transfer agency fees and recordkeeping fees relating to the respective classes of shares, as set forth in the materials referred to in II above, shall be borne exclusively by the classes of shares to which they relate.

B.

Except as set forth in A above, expenses of the Funds shall be borne at the Fund level and shall not be allocated on a class basis.

 

Unless and until this Plan is amended to provide otherwise, the methodology and procedures for allocating income, realized gains and losses, unrealized appreciation and depreciation, and Fund-wide expenses shall be based

 

 

 

 

on the net assets of each class in relation to the net assets of the Trust (“relative net assets”) as set forth in Rule 18f-3(c)(1)(i).

 

The foregoing allocations shall in all cases be made in a manner consistent with Revenue Procedures 96-47 and 99-40 (Internal Revenue Code, Section 562) of the Internal Revenue Service.

 

IV.           Amendment of Plan; Periodic Review.

 

A.

New Funds and New Classes. With respect to any new portfolio of the Trust created after the date of this Plan and any new class of shares of the existing Funds created after the date of this Plan, the Board of Trustees of the Trust shall approve amendments to this Plan setting forth the attributes of the classes of shares of such new portfolio or of such new class of shares.

B.

Material Amendments and Periodic Reviews. The Board of Trustees of the Trust, including a majority of the independent trustees, shall periodically review this Plan for its continued appropriateness and shall approve any material amendment of this Plan as it relates to any class of any Fund covered by this Plan.

 

 

 

 


Exhibit (p)(1)

 

Code of Ethics - Fund

 First American Funds Trust Effective Date: 11/15/2021

 

Regulatory Highlights

This Fund Code of Ethics (the "Code") has been adopted by the First American Funds Board pursuant to Rule 17j-1 under the Company Act. It was decided that it is a prudent best practice for the Funds to establish a Code even though, as Money Market Funds, it is not required under Rule 17j-1. The Board may, by resolution, make this Code applicable to additional Funds formed in the future.

 

Rule 17j-1 covers personal investment activities of investment company personnel. In addition, it defines terms (17j-1(a)); addresses unlawful actions (17j-1(b)); requires the adoption of a code of ethics for every fund other than a money market fund (17j-1(c)); requires specific reporting by Access Persons who are not Disinterested Directors (17j-1(d)); requires pre-approval of investments in initial public offerings and in limited offerings (17j-1(e)); and includes certain recordkeeping requirements (17j-1(f)).

 

A Disinterested Director is not required to make initial or annual holdings reports or quarterly transaction reports solely by reason of being a fund director unless the director knew or, in the ordinary course of fulfilling his or her official duties as a fund director, should have known that during the 15-day period immediately before or after the director’s transaction in a Security, the fund purchased or sold the Security or the fund or its investment adviser considered purchasing or selling the Security.

 

Regulatory Requirements

Company Act: Rule 17j-1

 

Entities Affected

This policy applies only to the Disinterested Directors. (All Fund directors are currently Disinterested Directors.) The Funds senior financial officers (i.e., Fund president, Fund treasurer and Fund assistant treasurer) are not subject to this Code of Ethics – Fund Policy but are subject to the Code of Ethics – Advisor Policy.

 

Policy Specific Terms (Refer to glossary for standard terms used)

 

Access PersonsAccess Persons has the same meaning as in Rule 17j-1(a)

 

Disinterested DirectorsA director of the Funds who is not an Interested Person of the Funds within the meaning of Section 2(a)(19) of the Company Act

 

 

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Interested Person Interested Person has the same meaning as defined in the Company Act Section 2(a)(19)

 

Security

A security as defined in section 2(a)(36) of the Company Act [15 U.S.C. 80a-2(a)(36)], except that it does not include direct obligations of the Government of the United States; bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt   instruments including repurchase agreements; and shares issued by open-end funds

 

Policy Objective Statement

It was decided that it is a prudent best practice for the Funds to establish a code of ethics even though, as Money Market Funds, it is not required under Rule 17j-1. The purpose of the Code is to establish policies consistent with Rule 17j-1 as they are relevant to Disinterested Directors including:

 

 

1.

Access Persons have the duty at all times to place the interests of the Funds and their shareholders ahead of their own personal interests in any decision relating to their personal investments.

 

2.

Access Persons’ personal securities transactions shall be conducted consistent with this Code and in such a manner as to avoid any actual, potential or appearance of a conflict of interest, or any abuse of an individual’s position of trust and responsibility.

 

3.

Access Persons shall not take inappropriate advantage of their position and must avoid any situation that might compromise, or call into question, their exercise of fully independent judgment in the interest of shareholders.

 

Prohibited Securities Transactions

 

 

1.

No Access Person shall, in connection with the purchase or sale, directly or indirectly, by such person of a Security held or to be acquired by any Fund:

 

-

Employ any device, scheme or artifice to defraud the Fund;

 

-

Make any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading;

 

-

Engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon any Fund; or

 

-

Engage in any manipulative practice with respect to any Fund.

 

2.

No Access Person shall purchase or sell, directly or indirectly, any Security in which he or she has or thereby acquires any beneficial ownership where such purchase or sale constitutes insider trading, or take any other action that constitutes or may result in insider trading.

 

 

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3.

No Access Person shall purchase or sell, directly or indirectly, any Security in which he or she has or thereby acquires any beneficial ownership and which to his or her actual knowledge at the time of such purchase or sale such Security is being purchased or sold by any Fund, or has been recommended to be purchased or sold by any Fund.

 

 

 

 

4.

Paragraphs 2 and 3 of this section shall not apply to the following:

 

a.

Transactions for any account over which the Access Person has no direct or indirect influence or control;

 

b.

Involuntary transactions by the Access Person or any Fund;

 

c.

Purchases under an automatic dividend reinvestment plan; or

 

d.

Purchases affected by the exercise of rights, issued by an issuer pro-rata to all holders of a class of its securities, to the extent such rights were acquired from such issuer.

 

Required Notifications

Access Persons who become aware of any actual or suspected violation of the Code will promptly report such violation to the CCO.

 

Compliance Control Procedures

Preventive Control Procedures:

●

 

Changes to the Code will be reviewed and approved by the Board based, in part, on receipt of a certification required by Rule 17j-1(c)(1)(ii) received from the Advisor, at least annually. If the changes are material in nature, the Board will make its approval determination no later than 6 months after adoption of such change(s).

 

Detective Control Procedures:

●           Within 30 days of quarter end, Disinterested Directors shall only report to Compliance transactions in Securities if such Disinterested Director knows at the time of such transaction or, in the ordinary course of fulfilling his or her official duties as director, should have known during the 15 day period immediately preceding or after the date of the transaction, that such Security was or would be purchased or sold by any Fund or was or would be considered for purchase or sale by any Fund or its investment adviser.

 

●           The Fund CCO or designees review quarterly reports received from Disinterested Directors to determine if violations have occurred.

 

Corrective Control Procedures:

●           Compliance shall report any material violation of the Code of which it becomes aware to the Board at or before the next regular meeting of the Board, together   with Compliance’s recommendation for the action, if any, to be taken with respect to such violation.

 

 

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●           The Funds’ Board may impose sanctions or penalties upon individuals for violations of the Code as it deems appropriate or necessary.

 

Policy Owner

CCO

 

Responsible Parties

Compliance

 

Related Policies

Code of Ethics - Advisor

 

Related Disclosures

None

 

 

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Glossary of Fund Standard Terms

 

Advisor or USBAM

U.S. Bancorp Asset Management, Inc.

Board

First American Funds Trust Board of Directors

CCO

Chief Compliance Officer of USBAM and First American Funds

Company Act

Investment Company Act of 1940, as amended

Compliance or Compliance Department

USBAM Compliance

Contractors

Consultants and temporary or contract employees

CRIMS

Charles River Investment Management System

Employee(s)

An individual employed by USBAM or an individual employed by another U.S. Bancorp business line that directly services USBAM

Exchange Act

Securities Exchange Act of 1934, as amended

FINRA  

Financial Industry Regulatory Authority

First American Funds, Fund(s) or Money Market Funds     

Each series of First American Funds Trust whether now existing or organized in the future

ICCC

Internal Compliance Controls Committee

IPC

Investment Practices Committee

Legal or Legal Department

USBAM Legal

NAV

Net asset value

Quasar

Quasar Distributors, LLC – principal underwriter/distributor of First American Funds

SAI

Statement of Additional Information

SEC or Commission

U.S. Securities and Exchange Commission

Securities Act

Securities Act of 1933, as amended

USBGFS

U.S. Bancorp Global Fund Services, LLC

 

 

USBAM CONFIDENTIAL

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Exhibit (p)(2)

 

 

Code of Ethics - Advisor

 

U.S. Bancorp Asset Management, Inc.

 

First American Funds

 

Effective: 7/1/2021

 

TABLE OF CONTENTS:

 

  1. REGULATORY HIGHLIGHTS
     
  2. POLICY STATEMENT
     
  3. INSIDER TRADING
     
  4. SAFEGUARDING CLIENT AND FUND SHAREHOLDER INFORMATION
     
  5. OUTSIDE ACTIVITIES
     
  6. GIFTS AND ENTERTAINMENT
     
  7. PERSONAL TRADING
     
  8. PERSONAL TRADING REPORTING
     
  9. WHISTLEBLOWING
     
  10. COMPLIANCE CONTROLS
     
  11. VIOLATIONS AND SANCTIONS
     
  12. POLICY SPECIFIC TERMS
     
  13. GLOSSARY OF FUND AND ADVISOR STANDARD TERMS
     
  14. EXHIBITS

 

  USBAM CONFIDENTIAL 1 of 22

 

 

 

 

1.REGULATORY HIGHLIGHTS:

 

The Advisers Act Rule 204A-1 requires an SEC-registered investment adviser to have a code of ethics to set forth the standards of business conduct expected of all persons to whom the code of ethics applies. The code of ethics must address personal securities trading, required reporting provisions, compliance with applicable Federal Securities Laws, how violations are reported to the CCO, and any potential sanctions for violations of the code of ethics.

 

The Company Act Rule 17j-1, similar to Rule 204A-1(a-c, e), requires investment advisers to adopt a written code of ethics that prohibits unlawful actions by Access Persons including engaging in fraud in connection with personal transactions in securities held or to be acquired by an investment company. Rule 17j-1 requires Access Persons to seek pre-approval to acquire investments in initial public offerings and in limited offerings. The rule requires Access Persons to report information regarding personal securities transactions; requires the investment adviser to provide the Fund’s board of directors with a written report regarding compliance with its code of ethics; and imposes report review and recordkeeping requirements.

 

The Exchange Act Rules 10b5 and 10b5-1 prohibit any act or omission resulting in fraud or deceit in connection with the purchase or sale of any securities and requires policies and procedures to prevent the misuse of Material Non-Public Information.

 

The Sarbanes Oxley Act of 2002, Section 406 requires the Funds, as an issuer of securities, to disclose in their Form N-CSR filing whether or not, and if not, the reason therefore, such issuer has adopted a code of ethics applicable to its senior financial officers (i.e., Fund president, Fund treasurer and Fund assistant treasurer).

 

2.POLICY STATEMENT:

 

The Code of Ethics – Advisor Policy (the “Code”) applies to all Access Persons except where specifically noted. The Code has been adopted by USBAM and the Board, and is administered by the Compliance Department. Compliance has implemented iTrade and CTI Examiner systems to assist in the monitoring, reporting and certification processes.

 

As an investment advisor, Client trust is our most valuable asset. Our success largely depends on the degree of trust our Clients bestow upon us. All of us at USBAM are responsible for maintaining that trust and must conduct ourselves with the highest ethical standards. We must always place the interests of Clients ahead of our own and avoid actual and perceived Conflicts of Interest. It is not enough for us to simply comply with the letter of the law; we must observe exemplary standards of honesty and integrity above and beyond the minimal legal requirements. To that end, we have adopted this Code to help guide our conduct.

 

The Code does not attempt to identify all possible Conflicts of Interest. Literal compliance with the Code will not shield an Access Person from liability for personal trading or other conduct that violates a fiduciary duty to Clients. Access Persons are encouraged to seek clarification of, and discuss questions about, potential Conflicts of Interest with Compliance.

 

  USBAM CONFIDENTIAL 2 of 22

 

 

 

 

In addition to this Code, Employees are subject to the U.S. Bancorp Code of Ethics and Business Conduct. If an Employee believes compliance with the Code and the U.S. Bancorp Code of Ethics and Business Conduct imposes conflicting obligations on the Employee, contact Compliance immediately (Exhibit 1).

 

Additionally, FINRA registered Employees are subject to its broker-dealer’s Code of Conduct requirements.

 

Exceptions to the Code. An exception to the Code may be granted under very limited circumstances. The exception must be authorized by the CCO and a copy of the exception will be retained by Compliance.

 

Should the CCO amend the Code or grant an exception to exempt the Funds’ senior financial officers (i.e., Fund president, Fund treasurer and Fund assistant treasurer) of any provisions of the Code that relate to the written standards set forth in Rule 17j-1(b), Compliance will notify USBAM Fund Administration to disclose the nature of the exception, the name of the person to whom the exception was granted and the date of the exception in the next subsequent filing of Form N-CSR on behalf of the Funds.

 

The CCO has the authority, at any time, to impose additional requirements or restrictions as he or she determines appropriate or necessary. Any exception, and any additional requirement or restriction, may be withdrawn by the CCO at any time.

 

Violations of the Code. Failure of Access Persons to comply with the Code and/or Federal Securities Laws may lead to disciplinary action resulting in one or more of the following:

 

●Oral reprimand

●Letter of censure

●Disgorgement of profits or fines

●Termination of personal trading privileges

●Reduction in salary or position          

●Suspension without pay

●Termination of employment

●Referral to appropriate government agency 

●Civil and/or criminal penalties from government agencies including FINRA (for licensed individuals) and the SEC. This could include fines, suspension from the industry and/or imprisonment.

 

Violators will be required to pay any remuneration resulting from a Code violation by his/her Immediate Family Members.

 

Sanctions imposed under this Code do not preclude additional sanctions being imposed by the Board and cannot be deemed as a waiver of rights by any Client or Fund shareholder.

 

  USBAM CONFIDENTIAL 3 of 22

 

 

 

 

3.INSIDER TRADING:

 

Insider trading is the illegal practice of trading or recommending the trading of any security based on Material Non-Public Information. Access Persons shall not employ any device, scheme or artifice to defraud; make any untrue statement of a material fact or omit a material fact necessary in order to make the statement, in light of the circumstances under which it was made, not misleading; engage in any act, practice or course of business that operates or would operate as a fraud or deceit; or engage in any manipulative practice.

 

Access Persons may not attempt to force or prompt a Client, potential Client or affiliate to disclose Material Non-Public Information.

 

Types of Insider Information. The following are some types of information related to an issuer of securities that may be considered Material Non-Public Information until publicly disclosed:

●Changes in Control or in management

●Earnings information, including new or changed earnings estimates

●Events regarding the issuer’s securities (e.g., defaults on senior securities, calls of securities for redemption, repurchase plans, stock splits or changes in dividends, changes to the rights of investors, changes in debt ratings, advanced re-fundings, public or private sales of additional securities, including private investments in public entities)

●Major litigation

●Mergers, acquisitions, tender offers, joint ventures or changes in assets

●New products, discoveries or developments regarding customers or suppliers (e.g., the acquisition or loss of a contract)

 

Receipt of Insider Information. Access Persons may, depending on the circumstances, also become “insiders” or “tippees” when they obtain Material Non-Public Information through “tips” from “insiders,” consultants, research providers, broker-dealer personnel, family members or from business or social situations. In these scenarios, Access Persons who receive such information must treat the information as Material Non-Public Information and must fully comply with these procedures to prevent the misuse of that information. Under such circumstances Access Persons must immediately contact the CCO.

 

It is critical that Material Non-Public Information possessed by Access Persons is not used in conjunction with the purchase or sale of personal or Client Securities, not revealed to inappropriate persons, and not used improperly.

 

If there is ever a question with respect to whether information is considered Material Non-Public Information, Access Persons are expected to contact the CCO.

 

Confidentiality of Insider Information. Just as Access Persons are prohibited from trading while in possession of Material Non-Public Information, they are likewise required to maintain the confidentiality of such information and not intentionally or inadvertently disclose, or “tip,” that information to others.

 

  USBAM CONFIDENTIAL 4 of 22

 

 

 

 

The prohibition against intentional or inadvertent disclosure or misuse of Material Non-Public Information applies to Access Persons no matter how the information is obtained.

 

Insider Information about U.S. Bancorp. Access Persons are “insiders” when they possess Material Non-Public Information about the business or activities of U.S. Bancorp (such as unannounced results of operations, the proposed issuance of U.S. Bancorp securities or other major developments or transactions by U.S. Bancorp or its affiliates) that, when publicly disclosed, may affect the market values of U.S. Bancorp securities or securities of other companies. Access Persons who possess “inside” information about U.S. Bancorp must comply with the requirements stated above regarding Material Non-Public Information.

 

Creditors’ Committees. Access Persons may serve on an insolvent issuer’s creditors’ committee, which provides USBAM with access to Material Non-Public Information (e.g., internal financial projections, validity of claims, likelihood of reorganization, etc.). In such situations, the Access Person must notify the CCO and obtain approval prior to participating on the committee.

 

4.SAFEGUARDING CLIENT OR FUND SHAREHOLDER INFORMATION:

 

Certain information about our Clients (including former Clients) or Fund shareholders is confidential. An Access Person is permitted to disclose certain confidential Client or Fund shareholder information only to those with a business need or right to know such information.

 

Confidential Client or Fund Shareholder Information. This information may include name, tax identification/social security number, account information including the amount and composition of investments, information regarding USBAM’s investment recommendations and pending or completed transactions.

 

Guidelines for Disclosure of Confidential Client or Fund Shareholder Information. Client contractual agreements, the Funds’ Prospectuses and Statement of Additional Information and USBAM policies may restrict who and/or how confidential information may be disclosed. Before such information is shared, verify that contractual or policy restrictions do not exist. USBAM will typically provide confidential Client or Fund shareholder information when necessary to service specific accounts, as required by regulatory authorities or law enforcement officials who have jurisdiction over USBAM, or as otherwise required by any applicable laws.

 

Responsibility Regarding Confidential Client or Fund Shareholder Information. Access Persons are prohibited, both during and after the termination of their employment or contract with USBAM, from directly or indirectly disclosing confidential Client and Fund shareholder information to any person or entity outside USBAM, including family members or affiliates of USBAM, except under the circumstances described above.

 

Access Persons are also prohibited from using confidential Client or Fund shareholder information for their own personal benefit or the benefit of any third party. In addition, Access Persons are prohibited from making unauthorized copies of any documents or files containing confidential Client or Fund shareholder information.

 

  USBAM CONFIDENTIAL 5 of 22

 

 

 

 

Securing Confidential Client or Fund Shareholder Information. Access to confidential Client or Fund shareholder information should be restricted to those with a business need or right to know such information. Access Persons who have access to confidential Client and Fund shareholder information are required to keep such information secure. Unauthorized access to confidential Client or Fund shareholder information must be reported immediately to the Access Person’s supervisor.

 

5.OUTSIDE ACTIVITIES: (This section applies to Employees only)

 

Certain types of outside activities may cause a Conflict of Interest or the appearance of a Conflict of Interest or interfere with the Employees duties and responsibilities at USBAM or potentially impact USBAM’s reputation. While there is no absolute prohibition on an Employee participating in outside activities, certain outside activities may require Compliance to impose specific conditions, limitations or prohibitions on an Employee’s employment, board membership, political position, or other activity.

 

Disclosure of Outside Activities. Employees must promptly disclose any outside activity or family member relationship that may present a potential Conflict of Interest, an actual Conflict of Interest, or the appearance of a Conflict of Interest.

 

Examples of Employee outside activities that may require disclosure include, but aren’t limited to, the following:

 

  ● Having any paid position outside of USBAM
  ● Holding an elected or appointed position with a state or local government
  ● Participating in an investment club
  ● Serving as treasurer for a profit or non-profit organization
  ● Serving on a co-op or home owners association board or committee
  ● Serving on an investment/finance committee for an organization
  ● Serving on the board or operation/leadership committee of an organization

 

Examples of family member relationships that may require disclosure include, but aren’t limited to, when family members participate in the following:

 

  ● Employed as a portfolio manager or trader at another financial institution
  ● Employed by a Client
  ● Employed by a Government Entity
  ● Holding an elected or appointed position with a state or local government
  ● Serving as treasurer for a profit or non-profit organization
  ● Serving on an investment/finance committee for an organization
  ● Serving on the board or operation/leadership committee of an organization

 

Compliance will evaluate Employee and family member relationship disclosures to determine if the disclosed activity or relationship could create a Conflict of Interest with Clients and if additional approval, disclosure or reporting is required.

 

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Outside Activities for Compensation. If an Employee receives compensation from an outside financial services organization for any reason, written approval from the Employee’s supervisor and the CCO is required.

 

Investment Advice to Others. Employees may not provide investment advice to anyone, except as required by their USBAM position, without prior written authorization from the CCO.

 

Serving as a Director of a Public Company. Access Persons are prohibited from serving as a member of the board of directors (or other advisory board) of any publicly traded company without prior authorization by the CCO and the Funds’ Board. Authorization will only be given if both the Funds’ Board and the CCO determine that service on a board of directors presents a limited potential for any Conflict of Interest. In addition, U.S. Bancorp places additional limitations on service on a board of directors. For additional information, see the U.S. Bancorp Code of Ethics and Business Conduct or contact the appropriate Compliance person (Exhibit 1).

 

6.GIFTS AND ENTERTAINMENT: (This section applies to Employees only)

 

Generally, Employees must not solicit, allow themselves to be solicited, or accept gifts, entertainment, or other gratuities intended to or appearing to influence decisions or favors toward USBAM’s business to or from any Client, potential Client, USBAM vendor or potential vendor.

 

The giving or receiving of personal gifts and entertainment should be limited to commonly recognized events or occasions, such as promotions, new jobs, weddings, retirement, holidays or birthdays.

 

Gifts. A gift includes any item, event, meal or activity given or received where the providing person does not attend the event, meal or activity.

 

Gift Limit. Employees may not give or receive individual gifts with a value exceeding $100 to/from any entity or individual in aggregate, over one calendar year.

 

Employees may retain a gift above $100 in value if the gift is shared among Employees and the full value of the gift is reported, noting that it was shared with Employees.

 

In isolated circumstances, when a gift is received with a value of more than $100 and returning the gift would offend the giver, the Employee may request an exception to the Code from the CCO. If the exception is not granted, the gift will need to be returned. If the exception is granted, the Employee must:

 

  ● Obtain written consent of the exception from the CCO
  ● Disgorge the value above $100 via a check made out to USBAM, who will then donate it to charity
  ● Report the total value of the gift, with explanation of the exception, and amount disgorged

 

Gift Cards. Gift cards and gift certificates given or received to a specific establishment are limited to a $25 maximum. Cash gift cards, such as Visa or American Express, are prohibited.

 

 

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Gift Reporting. Gifts given or received with a value of more than $30 must be reported no later than 30 days following the end of the quarter in which the gift was given or received. Gifts received may be shared among Employees and not reported if it has a value less than $100.

 

Gift Drawings/Prizes. When representing USBAM, an Employee may participate in random drawings or events where prizes have a value above $100 or above the $25 gift card limit provided there was no bias to the drawing or event

 

A non-FINRA registered Employee may accept a prize with the value above $100 or above the $25 gift card limit. As soon as practical, the Employee will email USBAM.Code.of.Ethics@usbank.com and the CCO information regarding the value and a description of the prize. Compliance will determine if any disgorgement of the amount above the acceptable level is required. The Employee still has the requirement to report the entire value of the prize no later than 30 days following the end of the quarter in which the prize was received.

 

Under no circumstances is a FINRA registered Employee allowed to accept a prize in random drawings or events with a value above $100 or above the $25 gift card limit.

 

Gifts to Government Officials. Employees may not give or receive any gift to a Government Official no matter the value.

 

Entertainment. Entertainment includes any event, meal or activity that is attended by a person offering such entertainment, either physically or virtually. This also includes instances where an Employee is offering the event, meal or activity on behalf of a current or prospective Client, an affiliate or a vendor.

 

Employees may give or receive reasonable business entertainment if the Client, potential Client, USBAM vendor or potential vendor is physically or virtually present at the business meal or entertainment. If the person (or entity) paying for the entertainment does not have a representative in attendance, the event no longer qualifies as entertainment and must be reported as a gift. For virtual events, the entertainment, including meals, must take place during the virtual event to qualify: otherwise it is considered a gift.

 

Entertainment Reporting. Entertainment given or received that has a value exceeding $100 per person must be reported no later than 30 days following the end of the quarter in which the entertainment occurred. If multiple Employees received the entertainment, each Employee must individually report the event and include the names of everyone that attended the event.

 

If USBAM provided the entertainment, the Employee who paid for the entertainment reports the total amount paid, indicates if there were multiple Employee attendees and lists the names of all attendees. Entertainment reporting by the other Employees in attendance is not required.

 

Entertainment to Government Officials. Employees may not accept or provide any entertainment to a Government Official no matter the value.

 

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7.PERSONAL TRADING:

 

As an Access Person, the ability to conduct personal trading is a privilege, not a right. At USBAM we must put our Clients’ interests first.

 

Reportable Accounts. Access Persons are required to report any account holding Securities in which they have a beneficial interest, such as direct or indirect financial interest or direct or indirect control. In addition, Access Persons should consider themselves to have beneficial interest of any account held by Immediate Family Members or other persons by reason of any contract, arrangement, understanding or relationship that provides them with sole or shared voting or investment power over that account. Reportable Accounts include but are not limited to trust accounts, accounts with Securities pledged as collateral for a loan, and general or limited partnerships.

 

Duplicate Broker Confirmations. Compliance must receive a duplicate copy of all transaction confirmations generated for Reportable Accounts.

 

Discretionary Accounts. Reportable Accounts where full investment authority has been granted to a third party via a contract or agreement between the Access Person and such third party do not require pre-clearance or reporting of transactions and are exempt from Blackout Periods. Discretionary Accounts require the following:

 

  ● Access Person provides a signed and executed copy of the Discretionary Account agreement to Compliance.
  ● Annually, the third party discretionary provider is required to certify that the account owner exercised no discretion over the account at any point during the year.

 

Approved Brokers. USBAM requires Access Persons to effect transactions through Reportable Accounts maintained at the following approved brokers:

 

    ● E*Trade
    ● Fidelity Investments
    ● Merrill Lynch
    ● Morgan Stanley limited purpose U.S. Bancorp Stock Plan account for the holding of granted U.S. Bancorp vested stock
    ● Schwab
    ● TD Ameritrade
    ● UBS Financial Services
    ● U.S. Bancorp Investments
    ● U.S. Bancorp Private Client Group

 

Non-Approved Brokers. To maintain Reportable Accounts at non-approved brokers, Access Persons are required to obtain an exception from the CCO except for accounts listed below:

 

    ● Automatic Investment Plans
    ● Immediate Family Members’ employer-sponsored plans that are self-directed and/or holding company stock

 

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    ● Previous employer-sponsored plans that are self-directed and/or holding company stock

 

Non-Approved Broker Reporting. Access Persons with exceptions to maintain Reportable Accounts at non-approved brokers will upload their brokerage statements into the iTrade system at least quarterly.

 

Pre-Clearance of Transactions. All personal Securities transactions must be cleared in advance by Compliance unless specifically excepted from this requirement (see “Pre-Clearance Exceptions” below). When in doubt as to whether a transaction requires pre-clearance, Access Persons should pre-clear the transaction or seek clarification from Compliance before placing a trade.

 

Initial public offerings and private placement transactions require additional Compliance review prior to receiving pre-clearance approval. Therefore, Access Persons who wish to pre-clear such transactions must first provide the prospectus to USBAM.Code.Of.Ethics@usbank.com for review. Compliance will consider, among other factors, whether the investment opportunity should be reserved for Clients and whether the opportunity is being offered to the Access Person due to his or her relationship to USBAM or any fund sponsored or advised by USBAM.

 

Pre-Clearance Approval. Approved transactions, except those involving initial public offerings and private placements, must be executed by the close of the New York Stock Exchange the same day approval is given. If a transaction is not executed that day, pre-clearance must be requested again prior to trade execution.

 

Pre-Clearance Exceptions. Certain Security transactions are not subject to pre-clearance requirements:

 

Purchases in:

  ● Automatic Investment Plans
  ● Employer’s stock under an employer-sponsored plan (including the employer of a spouse)

 

Transactions in:

  ● Common/collective trust funds
  ● Derivative Securities linked to physical commodities, such as exchange-trade futures contracts on physical commodities, options on such contracts and over-the-counter derivatives related to physical commodities
  ● Discretionary Accounts
  ● Exempt Securities (including shares of open-end funds)
  ● Granted U.S. Bancorp stock and stock options held in U.S. Bancorp Stock Plan brokerage accounts at Fidelity and Morgan Stanley
  ● Rights acquired as the result of an exercise of rights issued by an issuer pro rata to all holders of a class of its Securities, to the extent the rights were acquired from the issuer; and any sales of these rights
  ● Securities that are non-volitional on the part of the Access Person, including

 

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      purchases or sales upon exercise of puts or calls, non-volitional sales from a margin account pursuant to a bona fide margin call; and purchases or sales as part of divorce settlement or decree

 

Blackout Periods. Access Persons may not buy or sell any Security on the same business day as any Client.

 

If a Client trade takes place the same business day an Access Person has traded in the Security, Compliance will send the Access Person a form asking if the Access Person had any knowledge of the Client trade to help detect front running. Once the Access Person has completed and returned the form, Compliance will determine if further action is necessary.

 

Blackout Period Exceptions. Certain Security transactions are not subject to a Blackout Period:

 

Purchases in:

  ● Automatic Investment Plans
  ● Employer’s stock under an employer-sponsored plan (including the employer of a spouse)

 

Transactions in:

  ● Common/collective trust funds
  ● Derivative Securities linked to physical commodities, such as exchange-trade futures contracts on physical commodities, options on such contracts and over-the-counter derivatives related to physical commodities
  ● Discretionary Accounts
  ● Exempt Securities
  ● Rights acquired as the result of an exercise of rights issued by an issuer pro rata to all holders of a class of its Securities, to the extent the rights were acquired from the issuer; and any sales of these rights
  ● Securities that are non-volitional on the part of the Access Person, including purchases or sales upon exercise of puts or calls, non-volitional sales from a margin account pursuant to a bona fide margin call; and purchases or sales as part of divorce settlement or decree
  ● Securities of issuers included in the Russell 1000 stocks by Access Persons in amounts less than $10,000 in any single trading day
  ● Securities of issuers included in the S&P 100
  ● Securities of issuers included in the S&P 500 stocks by Access Persons in amounts less than $25,000 in any single trading day
  ● Securities whose performance are directly tied to a broad-based, publicly traded market basket or index of stocks (e.g., SPDRS, QQQ, Diamonds)

 

Prohibited Transactions. An Access Person cannot transact in a Security if the Security is on a restricted list which includes publicly traded securities for which a Client is the issuer.

 

Any exceptions to this must be approved by the CCO and USBAM’s Chief Investment Officer.

 

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Leave of Absence. An Access Person on a leave of absence is required to pre-clear transactions. Pre-clearance may be requested by contacting USBAM Code of Ethics administration, either by phone or email. Contact information is located in Exhibit 1.

 

8.PERSONAL TRADING REPORTING:

 

To ensure that the provisions of the Code regarding personal trading are being observed, each Access Person is required to make the following disclosures:

 

Initial Hire Reporting. The following information is required to be provided to Compliance, in writing, within 10 calendar days of initial hire date.

 

  ● Code of Ethics Certification – Access Persons must sign a certification indicating they have read, understand and will comply with the Code.
  ● Accounts Disclosure – Access Persons must disclose all Reportable Accounts.
  ● Holdings Disclosure – Access Persons must disclose all holdings of Securities within Reportable Accounts to Compliance. Rule 204A-1 requires that these holdings must be current as of a date no more than 45 days prior to initial hire date. Please note Exempt Securities do not need to be disclosed.
  ● Roommate Disclosure – Access Persons must disclose if living in the same household with a non-spouse adult who is not an Immediate Family Member.

 

Quarterly Reporting. The following information is required to be provided to Compliance, through the iTrade system, within 30 calendar days after quarter end.

 

  ● Code of Ethics Certification - Access Persons must certify they have read, understood and complied with the Code. In addition, Access Persons certify they have reported all Material Non-Public Information that has come into their possession and have not shared such information with any other person or acted on such information.
  ● Reportable Account Certification - Access Persons must certify that all Reportable Accounts have been reported.
  ● Transaction Certification - Access Persons must certify that all reportable Securities transactions in Reportable Accounts have been reported. This includes certain Securities transactions that do not require pre-clearance or are exempt from Blackout Periods but do require reporting.

 

Annual Reporting. The following information is required to be provided to Compliance.

 

  ● Holdings Certification (45 calendar days after year-end) – Access Persons must certify, through the iTrade system, that the record of holdings as of year-end, other than holdings in Exempt Securities, is complete and accurate. If the record of holdings is incorrect, the Access Person must update the holdings information prior to certification.
  ● Discretionary Account Certification (45 calendar days after year-end) – Access Persons with Discretionary Accounts must complete the U.S. Bancorp Asset Management, Inc. Annual Discretionary Account Third Party Certification and provide year-end statements for each Discretionary Account.

 

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  ● Roommate Disclosure Certification (30 calendar days after second quarter end)– Access Persons with a non-spouse adult, who is not an Immediate Family Member, living in the same household must certify to the following:
  ○ Access Person has not and will not disclose information to the roommate about any Security transactions executed or under consideration for execution on behalf of Clients.
  ○ Access Person is not aware of any inadvertent disclosure to the roommate of Security transactions described above.
  ○ If the Access Person is aware of any Security transactions executed by the roommate as a result of intentional or inadvertent disclosure of Security transactions described above it will be immediately reported to the CCO.

 

Leave of Absence. An Access Person on leave during any certification period is required to complete the certification when they return to the office.

 

9.WHISTLEBLOWING:

 

USBAM is committed to high standards of ethical, moral and legal business conduct and expects all Access Persons to report suspected violations or concerns regarding compliance with laws, regulations or the Code, or suspected wrongdoings that could harm the reputation of the Advisor and/or the Funds.

 

Reporting. USBAM encourages Access Persons to raise concerns within the organization regarding actual or suspected wrongful conduct engaged in by an Access Person, third party service provider or vendor. Access Persons who are aware of, or have reason to suspect, wrongful conduct are asked to report the conduct either verbally or in writing to any of the following:

 

  ● Immediate supervisor or other USBAM senior manager
  ● USBAM Chief Executive Officer
  ● USBAM Chief Counsel
  ● CCO
  ● U.S. Bank Ethics Line at 866-ETHICS4 (866-384-4274) or use the Ethics Line Web Form
  ● SEC (https://www.sec.gov/about/offices/owb/owb-tips.shtml)

 

Confidentiality will be maintained to the extent possible, regardless of the method used to report possible unethical conduct. All questions or concerns will be handled discreetly and thoroughly. Anonymous reports may be mailed along with a description of the suspected violation or other complaint or concern to:

 

Alyssa Bentz, Chief Compliance Officer

800 Nicollet Mall, BC-MN-H04N

Minneapolis, MN 55402

 

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Prompt disclosure of suspected violations to the appropriate parties is vital to ensuring a thorough and timely investigation and resolution.

 

Response. USBAM will take whatever action is necessary and appropriate to address allegations of activity that may be considered fraudulent or illegal in nature, or could potentially damage the reputation of the Advisor or the Funds.

 

The CCO will work with Legal, appropriate USBAM senior leaders and in certain instances U.S. Bank Human Resources to recommend and implement the appropriate disciplinary action depending upon the severity of the violation.

 

The Funds’ Board and/or Audit Committee may receive information on each report of concern and follow-up information on actions taken. The SEC and/or other regulators may be notified.

 

Retaliation. No Access Person who makes a good faith report of suspected or actual misconduct will suffer harassment, retaliation or adverse employment consequences. Any person who retaliates against any Access Person who makes a good faith report is subject to discipline up to and including termination.

 

Individuals who have made a good faith allegation and feel they have suffered harassment, retaliation or adverse employment consequences are encouraged to contact any of the following:

 

  ● Immediate supervisor or other USBAM senior manager
  ● USBAM Chief Executive Officer
  ● USBAM Chief Counsel
  ● CCO
  ● U.S. Bank Human Resources
  ● SEC (https://www.sec.gov/about/offices/owb/owb-tips.shtml)

 

10. COMPLIANCE CONTROLS:

 

Preventative Control Procedures:

 

  ● Access Persons are required to attend training on the Code at least annually.
  ● Newly hired Access Persons are required to attend training on the Code within a reasonable period of time after their start date.
  ● Compliance will add Securities to the restricted list when an Access Person is in receipt of Material Non-Public Information.
  ● Compliance will monitor initial hire reporting, quarterly reporting and annual reporting through the use of iTrade and CTI Examiner to determine compliance with reporting requirements.
  ● The CCO will approve Access Persons participation on insolvent issuer’s creditors’ committee.
  ● The CCO will approve exceptions to the Code.

 

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  ● Compliance will determine if additional approval, reporting or disclosure is required due to Employee outside activities reporting.

 

Detective Control Procedures:

 

  ● Compliance conducts additional monitoring when an Access Person is in receipt of Material Non-Public Information.
  ● Compliance conducts quarterly review of Employee trading of U.S. Bancorp restricted stock and options transaction in conjunction with timing of U.S. Bancorp news releases.
  ● Compliance monitors pre-clearance requirements through the use of iTrade and CTI Examiner reports.
  ● Compliance conducts additional monitoring when an Access Person is a member of an insolvent issuer’s creditors’ committee.
  ● On a quarterly basis, Compliance reviews gift and entertainment reports for reasonableness, trends and compliance with reporting requirements.
  ● On a quarterly basis, Compliance reports any gift and entertainment outliers to the respective senior leader.
  ● Compliance monitors and reviews personal trading and reporting through the use of iTrade and CTI Examiner reports.
  ● Compliance sends and reviews forms related to trading during a Blackout Period.
  ● On a quarterly basis, Compliance reviews the Credit and Investment Departments meeting log and compares to personal trading transactions around meeting dates that may be indicative of insider trading.
  ● On a quarterly basis, Compliance reviews the Credit and Investment Departments meeting log and compares to client trading transactions in CRIMS in order to identify transactions around meeting dates that may be indicative of insider trading.

 

Corrective Control Procedures:

 

  ● Quarterly or sooner, depending on the circumstances, violations of the Code will be reported to the CCO, USBAM senior management and the Board.
  ● Compliance will help determine the actions taken as the result of a violation of the Code or Federal Securities Laws.
  ● Compliance will help determine if additional reporting or disclosure is required as the result of a violation of the Code or Federal Securities Laws.
  ● Compliance will report gift and entertainment activity by senior financial officers (i.e. Fund president, Fund treasurer and Fund assistant treasurer) that has a value exceeding $200 per person to the Board at or before the next regularly scheduled meeting of the Board.
  ● The Board will review and approve changes to the Code no later than six months after adoption of material changes.
  ● The CCO will provide the Board a written certification required by Rule 17j-1(c)(1)(ii) at least annually.

 

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11. VIOLATIONS AND SANCTIONS:

 

The Code supports our commitment to an ethical work place and is an integral element of the control environment required under Federal Securities Laws. Access Persons are required to promptly report the following to Compliance:

 

  ● Any violation of the Code
  ● Any issue that an Access Person believes should be reviewed by Compliance to determine whether it meets the statutory definition of a material compliance matter (a matter about which USBAM’s management or the Board would reasonably need to know to oversee compliance)
  ● Any violation of Federal Securities Laws

 

Retaliation of Reporting Violations. The Advisor will not tolerate any form of retaliation against a person who in good faith reports a violation or suspected violation of Federal Securities Laws or of the Code.

 

Sanctions. Failure of Access Persons to comply with the Code and Federal Securities Laws may lead to disciplinary action. In considering actions to enforce the Code, Compliance, Legal and USBAM senior management and in certain instances, the Board and U.S. Bank Human Resources, will consider the relevant facts and circumstances of the incident and the Access Person’s prior record of compliance.

 

Violations of this Code and/or Federal Securities Laws may result in one or more of the following:

 

●Oral reprimand

●Letter of censure

●Disgorgement of profits or fines

●Termination of personal trading privileges

●Reduction in salary or position

●Suspension without pay

●Termination of employment

●Referral to appropriate government agency

  ● Civil and/or criminal penalties from government agencies including FINRA (for licensed individuals) and the SEC. This could include fines, suspension from the industry and/or imprisonment.

 

Violators will be required to pay any remuneration resulting from a Code violation by an Immediate Family Member.

 

Sanctions imposed under this Code do not preclude additional sanctions being imposed by the Board and cannot be deemed as a waiver of rights by any Client or Fund shareholder.

 

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Policy Owner

CCO

 

Responsible Parties

Compliance Department

 

Related Policies

Code of Ethics - Fund

Form N-CSR

 

Related Disclosures

None

 

12. POLICY SPECIFIC TERMS:

 

Access Person(s) Any Employee or contractor/consultant/temporary employee on assignment for four weeks or longer or exceeding eight weeks over a twelve-month period. Access Persons also includes the Funds’ president, treasurer, assistant treasurer and all other Fund officers as well as USBAM officers and directors.
   
Automatic Investment Plan An investment plan, including dividend reinvestment plans, that allows investors to contribute funds to an investment account in regular pre-determined intervals. Payment can be deducted from an individual’s paycheck or paid out from a personal account.
   
Blackout Periods Access Persons may not buy or sell any Security on the same business day as any Client.
   
Conflicts of Interest A situation in which financial or other personal considerations may adversely affect, or have the appearance of adversely affecting, an Access Person’s professional judgment in exercising any duty or responsibility.
   
Control The power to exercise a controlling influence over the management or policies of a company. Beneficial ownership of more than 25% of the voting securities of a company is presumed to indicate “Control” of that company.
   
Discretionary Account(s) Accounts where full investment authority has been granted

 

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  to a third party via a contract or agreement between the Access Person and such third party.
   
Exempt Security or Securities Securities that do not need to be pre-cleared or reported and are exempt from Blackout Periods under this Code. Examples of Exempt Securities are:

 

  ● Direct obligations of the Government of the United States
     
  ● Bankers’ acceptances, bank certificates of deposit, commercial paper
     
  ● High-quality short-term debt instruments including repurchase agreements
     
  ● Shares issued by open-end funds

 

Federal Securities Laws As defined in the adopting release for Rule 38a-1 and Rule 206(4)-7, Federal Securities Laws means the Securities Act, the Exchange Act, the Sarbanes-Oxley Act of 2002, the Company Act, Advisers Act, Title V of the Gramm-Leach-Bliley Act, any rules adopted by the SEC under any of these statutes, the Bank Secrecy Act as it applies to the Funds, and any rules adopted thereunder by the SEC or the Department of the Treasury.
   
Government Entity Any state or political subdivision of a state, including any agency, authority or instrumentality of the state or political subdivision; a plan or pool of assets controlled by the state or political subdivision or any agency, authority or instrumentality thereof; and any officer, agent, or employee of the state or political subdivision or any agency, authority, or instrumentality thereof, acting in their official capacity.
   
Government Official An elected or appointed official at the U.S. federal, state, or local level of government, or a candidate for such office, or any other official or employee of the federal, state, or local legislature, executive branch agency, or other government agency, commission, board, authority, public fund, public educational institution, or any other governmental or quasi-governmental entity.
   
Immediate Family Members Includes family sharing the same household (spouse, child, adult child, stepchild, grandchild, parent, stepparent, grandparent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law or sister-in-law, including adoptive relationships) or other persons by reason of any contract, arrangement, understanding.

 

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Material Non-Public Information Non-public information that is likely to affect the market price of any Security, or is likely to be considered important by reasonable investors in deciding whether to trade the Security. Information is not considered “public” unless it has been reported in the news media, revealed by the issuer in a public forum, discussed in a publicly disseminated research report or otherwise made publicly available.
   
Reportable Account(s) Any account holding Securities in which the Access Person has a beneficial interest as a result of direct or indirect financial interest or direct or indirect control. In addition, persons should consider themselves to have beneficial interest of any account held by Immediate Family Members, other persons by reason of any contract, arrangement, understanding or relationship that provides them with sole or shared voting or investment power over that account.
   
  Reportable Accounts could include trust accounts, accounts with securities pledged as collateral for a loan, general or limited partnership or accounts owned by a corporation in which the Access Person has or shares investment control over the account.
   
Security or Securities Includes all the instruments set forth in Section 2(a)(36) of the Company Act, i.e., any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, brokered or brokerage certificates of deposit, collateral-trust certificate, reorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a ‘Security’ or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase, any of the foregoing. Securities shall also include any futures contract, option on

 

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a futures contract, forward agreement, SWAP agreement (including caps, floors, and collars), and any other derivative instrument.

 

Does not include checking and other demand or time deposits maintained at a bank or similar financial institution.

 

 

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13. GLOSSARY OF FUND AND ADVISOR STANDARD TERMS:

 

Advisers Act Investment Advisers Act of 1940, as amended
Advisor or USBAM U.S. Bancorp Asset Management, Inc.
Board First American Funds, Inc. Board of Directors
CCO Chief Compliance Officer of USBAM and First American Funds
Client(s) Money Market Funds and Institutional Advisory Clients
Company Act Investment Company Act of 1940, as amended
Compliance or  
Compliance Department USBAM Compliance
Contractor(s) Consultants and temporary or contract employees
CRIMS Charles River Investment Management System
Employee(s) An individual employed by USBAM or an individual employed by another U.S. Bancorp business line that directly services USBAM
Exchange Act Securities Exchange Act of 1934, as amended
FINRA Financial Industry Regulatory Authority
First American Funds, Fund(s) or Each series of First American Funds, Inc. whether
Money Market Funds now existing or organized in the future
ICCC Internal Compliance Controls Committee
IMA Investment Management Agreement
Institutional Advisory Client(s) All clients other than the Money Market Funds whose portfolios are managed by USBAM pursuant to an investment management agreement or the equivalent
IPC Investment Practices Committee
Legal or Legal Department USBAM Legal
NAV Net asset value
PORTIA Portfolio Reporting Trading and Investment Analysis System
Quasar Quasar Distributors, LLC – principal underwriter/distributor of First American Funds
   
SEC or Commission U.S. Securities and Exchange Commission
Securities Act Securities Act of 1933, as amended
SMCA Separately Managed Collateral Account
USBGFS U.S. Bancorp Global Fund Services, LLC

 

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EXHIBIT 1

 

CODE OF ETHICS CONTACT LIST

 

Please contact the following people with any questions concerning the Code:

USBAM.Code.of.Ethics@usbank.com

Craig Jensen, Compliance Analyst: 612-303-3677; Fax 612-303-4362

Julie Barton, Compliance Manager: 612-303-7623; Fax 612-303-4362

Jacqueline Korus, Compliance Manager: 612-303-3441; Fax 612-303-4362

 

Please contact the following people regarding insider trading:

Alyssa Bentz, Chief Compliance Officer: 612-303-3457

Julie Barton, Compliance Manager: 612-303-7623

 

  USBAM CONFIDENTIAL 22 of 22

 

 

 


Exhibit (q)

 

 

FIRST AMERICAN FUNDS TRUST

 

POWER OF ATTORNEY

 

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned persons hereby constitute and appoint Eric J. Thole, Richard J. Ertel, and James D. Palmer, and each of them, his or her true and lawful attorneys-in-fact and agents, each acting alone, with full power of substitution and re-substitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign Registration Statements on Form N-1A of the above-referenced investment companies, and any and all amendments thereto, including post-effective amendments, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, each acting alone, or the substitutes for such attorneys-in-fact and agents, may lawfully do or cause to be done by virtue hereof.

 

Signature Title Date
     
     
/s/ Mark E. Gaumond Chair November 15, 2021
Mark E. Gaumond    
     
     
/s/ David K. Baumgardner Trustee November 15, 2021
David K. Baumgardner    
     
     
/s/ Roger A. Gibson Trustee November 15, 2021
Roger A. Gibson    
     
     
/s/ Jennifer J. McPeek Trustee November 15, 2021
Jennifer J. McPeek    
     
     
/s/ C. David Myers Trustee November 15, 2021
C. David Myers    
     
     
/s/ P. Kelly Tompkins Trustee November 15, 2021
P. Kelly Tompkins