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BROWN ADVISORY FUNDS PLC

(A company incorporated with limited liability as an open-ended investment company with variable

capital under the laws of Ireland)

Brown Advisory US Smaller Companies Fund Brown Advisory American Fund

Brown Advisory US Equity Growth Fund Brown Advisory US Small Cap Blend Fund

Brown Advisory US Flexible Equity Fund Brown Advisory Global Leaders Fund

Brown Advisory US Mid-Cap Growth Fund Brown Advisory US Sustainable Growth Fund

Brown Advisory Latin American Fund Brown Advisory US All Cap SRI Fund

Condensed Semi-Annual Report

For the six months ended 30th April, 2019

(Unaudited)

Company Registration No. 409218

BROWN ADVISORY FUNDS PLC TABLE OF CONTENTS

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Page GENERAL INFORMATION 2 INVESTMENT MANAGER’S REPORT

-BROWN ADVISORY US SMALLER COMPANIES FUND 5 -BROWN ADVISORY AMERICAN FUND 7 -BROWN ADVISORY US EQUITY GROWTH FUND 12 -BROWN ADVISORY US SMALL CAP BLEND FUND 13 -BROWN ADVISORY US FLEXIBLE EQUITY FUND 17 -BROWN ADVISORY GLOBAL LEADERS FUND 19 -BROWN ADVISORY US MID-CAP GROWTH FUND 20 -BROWN ADVISORY US SUSTAINABLE GROWTH FUND 22 -BROWN ADVISORY LATIN AMERICAN FUND 24 -BROWN ADVISORY US ALL CAP SRI FUND 25

STATEMENT OF INVESTMENTS


STATEMENT OF CHANGES IN THE PORTFOLIO


CONDENSED STATEMENT OF FINANCIAL POSITION 84 CONDENSED STATEMENT OF COMPREHENSIVE INCOME 94 CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES 98 NOTES TO THE CONDENSED FINANCIAL STATEMENTS 102 APPENDIX 1 - TOTAL EXPENSE RATIOS 122 MANAGEMENT AND ADMINISTRATION 125

BROWN ADVISORY FUNDS PLC GENERAL INFORMATION

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The following information is derived from and should be read in conjunction with the full text and definitions section of the Prospectus. Brown Advisory Funds plc (the “Company”), was incorporated in Ireland on 11th October, 2005 and is an umbrella fund established as an open-ended investment company with segregated liability between sub-funds and with variable capital under the laws of Ireland as a public limited company pursuant to the Companies Act 2014. It operates pursuant to the European Communities (Undertaking for Collective Investment in Transferable Securities) Regulations, 2011 (as amended) (the “UCITS Regulations”). At 30th April, 2019 the Company comprised ten separate portfolios of investments (“Funds”), each of which is represented by a separate series of Redeemable Participating Shares. These Funds are the Brown Advisory US Smaller Companies Fund which commenced operations on 9th November, 2007, the Brown Advisory American Fund which commenced operations on 9th May, 2008, the Brown Advisory US Equity Growth Fund which commenced operations on 2nd November, 2009, the Brown Advisory US Small Cap Blend Fund which commenced operations on 8th July, 2013, the Brown Advisory US Flexible Equity Fund which commenced operations on 7th March, 2014, the Brown Advisory Global Leaders Fund which commenced operations on 1st April, 2015, the Brown Advisory US Mid-Cap Growth Fund, which commenced operations on 3rd April, 2017, the Brown Advisory US Sustainable Growth Fund, which commenced operations on 3rd April, 2017, the Brown Advisory Latin American Fund, which commenced operations on 30th April, 2018, merging from the Findlay Park Latin American Fund and the Brown Advisory US All Cap SRI Fund which commenced operations on 28th August, 2018. The Company has segregated liability between its Funds and accordingly any liability incurred on behalf of or attributable to any Fund shall be discharged solely out of the assets of that Fund. The Company offered the following Share Classes in each of the Funds at the financial period end (referred to herein as “six months ended”): Fund Share Class Launch Date Launch Price

Brown Advisory US Smaller Companies Fund Dollar Class B Acc Shares 9th November, 2007 US$10.00

Dollar Class A Acc Shares 14th December, 2007 US$10.00 Dollar Class C Acc Shares 27th March, 2013 US$10.00 Sterling Class B Dis Shares 19th June, 2015 GBP£10.00 Sterling Class B Acc H Shares 24th May, 2017 GBP£10.00 Euro Class A Acc H Shares 5th October, 2018 EUR€10.00

Brown Advisory American Fund Dollar Class B Dis Shares 9th May, 2008 US$10.00 Sterling Class A Dis Shares 23rd February, 2009 GBP£10.00 Dollar Class A Dis Shares 2nd March, 2010 US$10.00 Sterling Class B Dis Shares 22nd April, 2010 GBP£10.00 Sterling Class B Dis H Shares 18th January, 2011 GBP£10.00

Dollar Class B Dis Shares 2nd November, 2009 US$10.00 Brown Advisory US Equity Growth Fund Dollar Class A Acc Shares 29th June, 2010 US$10.00 Euro Class A Acc H Shares 4th August, 2010 EUR€10.00 Euro Class B Acc Shares 20th September, 2010 EUR€10.00

Sterling Class B Dis H Shares 17th June, 2011 GBP£10.00 Euro Class P Acc H Shares 24th October, 2011 EUR€10.00

Dollar Class P Acc Shares 6th February, 2012 US$10.00 Dollar Class B Acc Shares 22nd April, 2013 US$10.00 Euro Class B Acc H Shares 19th September, 2018 EUR€10.00 Dollar Class SI Dis Shares 21st September, 2018 US$10.00 Dollar Class SI Acc Shares 24th September, 2018 US$10.00

BROWN ADVISORY FUNDS PLC GENERAL INFORMATION (continued)

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Fund Share Class Launch Date Launch

Price

Brown Advisory US Small Cap Blend Fund Dollar Class B Acc Shares 8th July, 2013 US$10.00 Dollar Class C Acc Shares 6th November, 2013 US$10.00 Dollar Class A Acc Shares 22nd January, 2014 US$10.00 Sterling Class B Dis Shares 11th November, 2016 GBP£10.00 Sterling Class B Acc Shares 9th January, 2017 GBP£10.00

Brown Advisory US Flexible Equity Fund Dollar Class B Acc Shares 7th March, 2014 US$10.00 Dollar Class C Acc Shares 22nd April, 2014 US$10.00 Sterling Class B Acc H Shares 22nd May, 2014 GBP£10.00 Dollar Class A Acc Shares 27th February, 2015 US$10.00 Sterling Class B Dis Shares 16th November, 2016 GBP£10.00 Sterling Class B Dis H Shares 8th December, 2016 GBP£10.00 Sterling Class C Dis Shares 8th December, 2016 GBP£10.00 Dollar Class C Dis Shares 8th December, 2016 US$10.00 Dollar Class M Dis Shares 8th December, 2016 US$10.00 Sterling Class M Dis Shares 8th December, 2016 GBP£10.00 Euro Class B Dis Shares 8th December, 2016 EUR€10.00 Dollar Class B Dis Shares 8th December, 2016 US$10.00 Sterling Class C Dis H Shares 1st April, 2019 GBP£10.00

Brown Advisory Global Leaders Fund Dollar Class C Acc Shares 1st May, 2015 US$10.00 Sterling Class C Acc H Shares 8th February, 2016 GBP£10.00 Dollar Class B Acc Shares 15th November, 2017 US$10.00 Sterling Class C Acc Shares 23rd February, 2018 GBP£10.00 Sterling Class M Acc H Shares 26th March , 2018 GBP£10.00 Sterling Class B Dis Shares 3rd May, 2018 GBP£10.00 Dollar Class M Dis Shares 19th July, 2018 US$10.00 Brown Advisory US Mid-Cap Growth Fund Dollar Class C Acc Shares 3rd April, 2017 US$10.00 Sterling Class C Acc H Shares 9th June, 2017 GBP£10.00 Sterling Class B Acc Shares 21st November, 2017 GBP£10.00 Sterling Class C Acc Shares 21st November, 2017 GBP£10.00 Dollar Class C Dis Shares 23rd February, 2018 US$10.00 Dollar Class B Acc Shares 2nd November, 2018 US$10.00 Brown Advisory US Sustainable Growth Fund Dollar Class C Acc Shares 3rd April, 2017 US$10.00 Sterling Class B Dis Shares 3rd August, 2017 GBP£10.00 Dollar Class A Dis Shares 31st October, 2017 US$10.00 Dollar Class B Dis Shares 31st October, 2017 US$10.00 Dollar Class C Dis Shares 31st October, 2017 US$10.00 Euro Class B Acc H Shares 17th May, 2018 EUR€10.00 Euro Class B Acc Shares 25th May, 2018 EUR€10.00 Dollar Class B Acc Shares 18th January, 2019 US$10.00

BROWN ADVISORY FUNDS PLC GENERAL INFORMATION (continued)

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Brown Advisory Latin American Fund Sterling Class B Dis Shares 30th April, 2018 GBP£12.47 Dollar Class B Dis Shares 30th April, 2018 US$16.86 Dollar Class SI Dis Shares 4th September, 2018 US$10.00 Sterling Class SI Dis Shares 6th September, 2018 GBP£10.00 Dollar Class A Acc Shares 21st February, 2019 US$10.00 Sterling Class B Acc H Shares 17th April, 2019 GBP£10.00 Brown Advisory US All Cap SRI Fund Dollar Class B Dis Shares 28th August, 2018 US$10.00

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Smaller Companies Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to 30th April 2019, the US Smaller Companies Fund Class B USD returned 14.9% outperforming the approximate 8.2% gain of the Russell 2000 Growth® Index (our primary benchmark) and the 5.8% rise of the Russell 2000 Index. Catalyzed by a strong 4Q18 earnings season announced in early 2019, the portfolio’s relative results were wholly driven by stock selection.

The investment landscape changed quite dramatically during the period. The end of 2018, particularly the 13% December swoon in smaller cap growth stocks, presented us with a rare opportunity to take advantage of the burgeoning “on-deck” circle of our analytical team has been building over the last couple years. In short, a number of stocks finally hit price points where we believed the risk/reward dynamic actually favored our shareholders. This was a buying moment that we were able to take advantage of because of the portfolio’s solid downside protection that is driven by a focus on quality, diversification and valuation discipline. Our conservatism simply allows us to lean against the wind during times of market stress. There is no doubt that the actions taken late last year have helped to produce a solid start to 2019.

What drove the equity market from delivering investment coal for Christmas in 2018 to the vigorous rally in 2019? As a starting point, while valuations were not “cheap” at the low, they were at least reasonable – a rarity over the past few years. This provided a solid foundation for the market to move higher. Thus, as concerns over the Chinese economy waned, generally solid U.S. company earnings were announced, and the Federal Reserve pivoted 180 degrees from its reluctantly hawkish position to a decidedly dovish one, investor sentiment turned markedly. From a more academic point of view, small-cap growth equities tend to have more of their market capitalization housed in the terminal value versus the explicit forecast period in a discounted cash flow analysis, making them more susceptible to changes in discount rates. As long-term interest rate expectations declined, our primary benchmark rose.

Though we are now back to elevated valuation levels in 2019, the team has still been able to generate new ideas. However, we continue to be highly selective with our investments – the opportunities are certainly bespoke to and the result of a disciplined process coupled with team productivity. We are on a record run-rate pace for company management interviews, which is a prerequisite for success in this investment environment, in our opinion.

Looking at high level portfolio exposures, the architecture has not changed meaningfully. We hope to preserve our historical downside protection through diversification, asset quality and attention to valuation. At the margin, we have reduced our pure technology weight and added diversity to our end market exposures. Despite some new additions to the space over the last quarter or two, we are making sure that we continue to skew the collective toward companies that make money as profits, not valuation, and appear to help preserve value in less robust times.

We believe the lifeblood of a small-cap portfolio is its new idea generation engine. It is vital due to the nature of smaller company investing. Simply put, the price of being wrong can be quite high, so when you feel as though your thesis is faltering, it is paramount that you exit expeditiously. That capital must be able to flow into new holdings in a relatively timely manner with conviction that you are improving the risk-adjusted return potential of the portfolio.

During the period, we eliminated several positions and replaced them with a similar number of new names. Of the names that exited the Fund, numerous technology holdings were sold due to valuation and a decision to control our weight in the sector. These names included Proofpoint (PFPT), Alarm.com (ALRM), Everbridge (EVBG), Medidata Solutions (MDSO) and Cogent Communications (CCOI). Alternatively, sales of Ultragenyx Pharmaceutical (RARE), Alder Biopharmaceuticals (ALDR, PriceSmart (PSMT) and Welbilt (WBT) were prompted by concerns that our thesis was adrift in one manner or another. Finally, Loxo Oncology (LOXO) was purchased by Eli Lilly at a 68% premium.

We look forward to updating you on the contributions from the additions to the portfolio as they mature in coming quarters.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Smaller Companies Fund (continued) For the six months ended 30th April, 2019

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Since stock selection has driven the portfolio performance over the long-term and given the relatively concentrated nature of the portfolio, it is always instructive and illustrative to examine the top and bottom contributors during the last six months as a window into the nature of the broader, diversified portfolio. Mimecast (MIME), a provider of cloud security and risk management services for corporate information and email, was particularly strong leading up to a solid earnings report, as many software-as-a-service names recovered from their December lows. Waste Connections (WCN), the longest tenured holding in the portfolio, rose on a strong earnings and outlook. Genpact (G), a business process management, outsourcing, shared services and information outsourcing company, reported strong fourth quarter 2018 results in its core Global Client BPO business and reiterated its guidance for growth in its GE business for the first time in nearly five years. As a result, financial year 2019 guidance came in ahead of expectations, and Genpact’s multiple began to re-rate, closing some of its discount to peers. TopBuild (BLD), a provider and distributor of installation services and products, gained on positive results and a favorable changing in sentiment toward businesses levered to the housing cycle as interest rates declined. Etsy (ETSY), an online marketplace for buying and selling of handmade and vintage goods climbed as its new management team continued to make good on positive changes to enhance its two-sided marketplace model. As is evident, these companies all have very different economic drivers and speaks to the diversity we hope to achieve with the overall portfolio.

On the other side of the ledger, the largest detractor for the period was Welbilt (WBT), a commercial food service equipment company. While North American revenue growth was solid and consistent with our due diligence, the company’s margins were negatively impacted by a collection of surprising issues. This result ran counter to the last several quarters, which were highlighted by inconsistent revenue growth, but strong margins. Shares felt additional pressure due to a recent management change and tariff fears. National Vision Holdings (EYE), an operator of retail locations offering eye exams, eyeglasses and contact lenses reported strong quarterly results, but high-multiple retail stocks were hit very hard in the broader market selloff. We remain positive about the long-term prospects for the business and have added to our position. Neurocrine Biosciences (NBIX), a product-based bio-pharmaceutical company, saw its share price fall due to concerns of slowing patient demand and overall prescription growth. Subsequent news demonstrated that demand for the company’s flagship product remains robust. Hudson Group, a travel retail company, reported weak fourth-quarter results that were impacted by a slowdown in duty-free spending by Chinese tourists during the quarter and a downtick in new business wins after a period of strong growth. Finally, we acquired BWX Technologies (BWXT) for its relatively low cyclicality and strong long-term visibility. Despite an elevated valuation, we thought the stock would act more defensively (as it is a defense company) and thus it ranked as maybe the most disappointing stock in the portfolio relative to expectations. The company saw two non-core and relatively minor business segments produce a large decline in the stock as management failed to execute on the positive vision they had previously touted. A meaningful portion of the downdraft relates to management credibility issues, which will likely take a few quarters of crisp execution to restore.

In sum, we remain focused on generating superior risk-adjusted returns over a full market cycle. As always, since we do not control outcomes, we work hard to strengthen our foundation (i.e. team), adhere to our philosophy, and continuously improve our investment process. Research productivity is generally high and improving, providing ample flexibility in portfolio positioning should it be required. We continue to keep one eye on absolute and one eye on relative returns with the goal of improving both over time. Our tendencies will likely cause us to lean against the market trade winds with the goal of continuously balancing our offensive exposures with adequate defense as an insurance policy against the unknown.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory American Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the American Fund Class B USD returned 10.7% vs 9.4% for the Russell 3000 Index and 9.4% for the S&P 500 Index. The Fund has a fixed allocation of 75% to Flexible Equity and 25% to Small-Cap Blend.

Flexible Equity (75%):

The market declined about 20% from its high on September 20, 2018 to its low on Christmas Eve. Signs of slowing economic expansion, fears about the effects of higher interest rates, a flattened and almost inverted U.S. yield curve (sometimes a signal of a recession to come), the U.S. election results (moving from one-party to two-party control in Congress), a 40% decline in the price of oil, U.S. trade tensions with China and a federal budget impasse leading to a U.S. government shutdown contributed to this decline. Interestingly, these news items, or their ilk, have all happened before in modern economic and financial history. They are the “usual suspects” for a market retreat, especially after sustained gains, and all are subject to change.

The catalyst for the equity market recovering was a signal from the Federal Reserve that it was no longer as set on increasing interest rates. This caused bonds to rally, and equities followed. It was hard not to like stocks at the lower prices and valuations after the sell-off with interest rates beginning to decline rather than continuing to rise. Earnings reports from companies also generally met expectations supporting the higher equity prices. At current interest rates and equity valuations, we continue to view stocks as more attractive than bonds. With interest on U.S. Treasuries capitalized at 2.5%, the equivalent of a 40x price-to-earnings ratio (P/E), and stocks capitalized at almost 6.0% with P/Es of 17.5x on forward year (2019) earnings, the advantage of stocks is strong, in our view. With this spread in favor of stocks, one would have to either be very negative on the future of sustainable earnings of stocks or, given stocks’ longer duration and greater sensitivity to increases in interest rates, very negative on the outlook for inflation and thus interest rates. Both of these circumstances are possible over time and indeed played some role in the sell-off late last year, but presently seem like distant concerns again. In the annual report, we discussed “growth” stocks and “value” stocks, putting these labels in quotes because the stocks themselves do not innately and immutably possess these traits. Investors assign these labels to companies based on recent results and expectations for the future – or, in the case of style-based indices, largely by sorting the highest valuation stocks into the “growth” category and the lowest into the “value” category. In reasonably efficient markets, neither type of investment should be expected to permanently outperform the other, despite periodic long runs favoring one or the other. In recent years, “growth” stocks have outperformed “value” stocks, but, as markets retreated, “value” outperformed “growth” perhaps as “value,” not having gained so much as “growth” previously, had less to retreat. The Flexible Equity Fund contains both “growth” and “value” stocks as the market labels them, but we have neither a value nor a growth style of investing. We always want to get a lot for our money, so you should think of us first as having a value philosophy. However, we recognize that companies that can grow their sales and earnings while earning a strong return on invested capital offer more favorable long-term prospects to investors than those that cannot, so you can think of us as having a growth philosophy as well. We distinguish philosophy from style because value judgements are subjective, more so than objectively quantifiable. In the six-month period, communication services and information technology were our best performing sectors compared to the S&P 500 Index, meaning our stock selections rose more than the S&P index holdings in the same sectors. Financials and industrials sector exposures were our worst with our selections rising less than the S&P 500 index holdings.

The top individual stocks contributing to our returns were global payments processors Visa Inc. (V) and MasterCard Inc. (MA), the largest holdings in the portfolio. Payment volume growth remains robust, and both companies have benefited from the secular shift away from cash. Reported profits from both the companies were ahead of expectations.

The largest detractor to returns in the period was Apple, Inc. (AAPL) which declined due to concerns for future sales of iPhones and price points as the product category has matured.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2019

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We added three new investments, and eliminated five since our October 31, 2018 annual report to shareholders. New investments include Amazon.com, Inc. (AMZN), a leading online retailer and provider of cloud services and Stericycle, Inc. (SRCL), a medical waste removal and document destruction business. The recent decline in Amazon’s share price gave us an opportunity to invest in a market leader with strong future growth prospects and excellent entrepreneurial leadership of founder and CEO Jeff Bezos. We view Stericycle as a tollbooth on medical and business activity with a highly recurring revenue base. The company had faced challenges due to poor management. A new management team is in place to revive the business prospects. New holding Dow, Inc. (DOW) was a spin-off from DowDuPont, a specialty materials producer. We continue to hold both and believe that value will be realized from these and future business portfolio changes. We sold Altaba Inc. (AABA) and invested the proceeds in Alibaba Group Holding Ltd. (BABA), the largest e-commerce company in China, due to a narrowing spread in valuation between the two. Since Altaba’s value was largely tied to its investment in Alibaba, our exposure to the underlying business did not change. We now own Alibaba directly rather than through an intermediary. We believe that Alibaba will continue to achieve above-average growth in China and other regions in Asia.

We eliminated eBay Inc. (EBAY), one of the smallest holdings in the portfolio, due to its lagging overall e-commerce growth rates. We made our investment in eBay in 2014 and saw an opportunity for improvement in its namesake business and potential for its PayPal business. PayPal Holdings Inc. (PYPL) was spun out of eBay in 2016. eBay was moderately successful as an investment and PayPal, to date, has been very successful, making the combination quite attractive overall. We reinvested the proceeds from Occidental Petroleum Corporation (OXY), an integrated energy company, PepsiCo, Inc. (PEP), a leading beverage and snack food company and T. Rowe Price Group (TROW), an asset management company, in favor of adding to holdings that in our assessment have better upside potential. The Flexible Equity team searches for investment bargains among long-term, attractive businesses with shareholder-oriented managers – those with productive assets and productive managers. These businesses should have or should develop competitive advantages that result in attractive business economics, managers who allocate capital well, a capacity to adjust to changes in the world and an ability to grow business value over time. Bargains in these types of stocks can arise for various reasons but are often due to short-term investor perceptions, temporary business challenges that will improve, company or industry changes for the better, or as-yet-unrecognized potential for long-term growth and development. Despite the occasional investment that will go awry and stretches when the general stock market is unrewarding, we are optimistic about the long-term outlook for equities of good businesses purchased at reasonable prices and our ability to find them. Small-Cap Growth (12.5%):

Catalyzed by a strong 4Q18 earnings season announced in early 2019, the portfolio’s relative results were wholly driven by stock selection. The investment landscape changed quite dramatically during the period. The end of 2018, particularly the 13% December swoon in smaller cap growth stocks, presented us with a rare opportunity to take advantage of the burgeoning “on-deck” circle of our analytical team has been building over the last couple years. In short, a number of stocks finally hit price points where we believed the risk/reward dynamic actually favored our shareholders. This was a buying moment that we were able to take advantage of because of the portfolio’s solid downside protection that is driven by a focus on quality, diversification and valuation discipline. Our conservatism simply allows us to lean against the wind during times of market stress. There is no doubt that the actions taken late last year have helped to produce a solid start to 2019.

What drove the equity market from delivering investment coal for Christmas in 2018 to the vigorous rally in 2019? As a starting point, while valuations were not “cheap” at the low, they were at least reasonable – a rarity over the past few years. This provided a solid foundation for the market to move higher. Thus, as concerns over the Chinese economy waned, generally solid U.S. company earnings were announced, and the Federal Reserve pivoted 180 degrees from its reluctantly hawkish position to a decidedly dovish one, investor sentiment turned markedly. From a more academic point of view, small-cap growth equities tend to have more of their market


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capitalization housed in the terminal value versus the explicit forecast period in a discounted cash flow analysis, making them more susceptible to changes in discount rates. As long-term interest rate expectations declined, our primary benchmark rose.







On the other side of the ledger, the largest detractor for the period was Welbilt (WBT), a commercial food service equipment company. While North American revenue growth was solid and consistent with our due diligence, the company’s margins were negatively impacted by a collection of surprising issues. This result ran counter to the last several quarters, which were highlighted by inconsistent revenue growth, but strong margins. Shares felt


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additional pressure due to a recent management change and tariff fears. National Vision Holdings (EYE), an operator of retail locations offering eye exams, eyeglasses and contact lenses reported strong quarterly results, but high-multiple retail stocks were hit very hard in the broader market selloff. We remain positive about the long-term prospects for the business and have added to our position. Neurocrine Biosciences (NBIX), a product-based bio-pharmaceutical company, saw its share price fall due to concerns of slowing patient demand and overall prescription growth. Subsequent news demonstrated that demand for the company’s flagship product remains robust. Hudson Group, a travel retail company, reported weak fourth-quarter results that were impacted by a slowdown in duty-free spending by Chinese tourists during the quarter and a downtick in new business wins after a period of strong growth. Finally, we acquired BWX Technologies (BWXT) for its relatively low cyclicality and strong long-term visibility. Despite an elevated valuation, we thought the stock would act more defensively (as it is a defense company) and thus it ranked as maybe the most disappointing stock in the portfolio relative to expectations. The company saw two non-core and relatively minor business segments produce a large decline in the stock as management failed to execute on the positive vision they had previously touted. A meaningful portion of the downdraft relates to management credibility issues, which will likely take a few quarters of crisp execution to restore.


Small-Cap Value (12.5%):

The beginning of 2019 saw a sharp rebound in small-cap company share prices. This snap back followed a particularly challenging fourth quarter in which fears of a rapidly slowing economy weighed on share prices. As you may recall, small cap shares were down significantly during the back half of 2018 with the Russell 2000 Value index down 12.9% for the year. As companies reported first quarter earnings we heard more positive commentary from management teams, along with the potential for relief on the U.S./China trade issue shifted the tide, with small-cap shares up over 17% by the middle of February, along with the broader markets. Small-cap shares weakened during the second half of the quarter, with the Russell 2000® Value Index ending up 11.9%, which marks the second best quarter over the past five years. During the month of April there was a slight pull back with the Index returning 10% for the year to date period.

There were several notable corporate actions during the period. Nexstar (NXST) announced its planned divestitures in connection with its anticipated close of Tribune later in 2019. The sales prices on the divestitures were much higher than the market's assumption, which, along with solid operating performance, drove Nexstar's share price higher. TCF Financial (TCF) announced a merger of equals with Chemical Financial in January, and the market responded positively to the terms and valuation. We agreed that the transaction made sense on paper, but we did not like the underlying chemical business and used the strength in the shares to sell our position. Denny's (DEN) announced that it was accelerating its re-franchising strategy and reducing the number of company owned restaurants from 10% of its total to approximately 4%. Through a combination of increased franchise fees and share repurchases (using proceeds from restaurant sales), Denny's believes that the transaction will be accretive and should garner a higher multiple in the market. Not all the transactions were value creating or received well by the markets. One of the strategy’s most sizable losses during the quarter came from our recent investment in Spectrum Brands (SPB) which was undergoing a significant corporate simplification and reorganization. Unfortunately, during November, it announced that it had to renegotiate the terms of its battery business sale to Energizer due to regulatory challenges. This coupled with reported weakness in its consumer products division during third quarter resulted in a sizable reduction in our expected value which was reflected in the share price (and then some). We have also been surprised at the tepid reaction the market has had to the spin-


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off of Riviera Resources from Roan Resources (formerly Linn Energy). Following the completion of the spin, both pieces of the company were down materially (even before crude prices started to drop during the quarter.

Following a very active new investment fourth quarter, investment activity during the first quarter was light. We made one investment during the quarter (versus eight in the fourth quarter).

During the six month period we invested in eleven new businesses and exited five. Two of the new holdings were in consumer discretionary, two in technology, three in financials and four in the industrial sector. The sales were across a variety of sectors; one in consumer discretionary, financials, real estate, materials and finally communication services.

Nexstar Media Group (NXST) was the largest individual performer during the period for the reasons mentioned above. Another top contributor was Essential Properties Realty Trust (EPRT). In its third quarter as a public company, Essential Properties delivered another set of consistent results, with its 677-property net lease portfolio fully leased and the deployment of over $100 million into acquisitions in the quarter, consistent with its investment philosophy and expected pace. Further, with the stock rallying on falling interest rates throughout the quarter, the company decided to issue equity in mid-March to fund additional acquisitions it has in the pipeline for early 2019; the offering was well-executed, raising approximately $230 million at $17.50, a price that was accretive to our estimate of NAV prior to the deal. Eagle Materials (EXP), performed well in the first quarter of 2019 on the news that a large activist hedge fund has purchased a 9% stake and would like to see the company broken up and pieces of the business sold off. While we don’t necessarily agree that the company needs to be broken up, we do believe that Eagle’s collection of assets continues to be significantly undervalued in the market, which led to our initial purchase in the fourth quarter of 2018. We think that Eagle’s core business has a number of favorable catalysts in front of it, including a tightening cement market, favorable input costs in its wallboard business and peaking capex that should lead to accelerating free cash flow in 2019.

The largest detractor to performance was Roan Resources (ROAN). During the first quarter after the company reduced its production and capex guidance for 2019. Riviera Resources (RVRA) underperformed during the first quarter despite reporting favorable fourth-quarter results and closing a large asset sale. We continue to believe that Riviera’s current asset base is undervalued in the market today and the company’s free cash flow generation, net cash position and large share repurchase authorization ($78 million) make it a unique opportunity within the energy space. Hudson Group (HUD), a travel retail company, reported weak results in early January that were impacted by a slowdown in duty-free spending by Chinese tourists during the fourth quarter and a downtick in new business wins after a period of better-than-average growth. Hudson’s duty-free business represents about 25% of total revenue, with the rest coming from more stable convenience-oriented categories, which have performed in line with our expectations. That said, the softness in new business wins (expansions into new airport locations) is expected to be at the lower end of the company’s long-term range in 2019, a disappointment that has damaged the company’s reputation early in its life as a public company. As a result, the company’s board implemented a change in CEO that was announced during the quarter; the new CEO is a long time Hudson executive, Roger Fordyce, and we believe this change signals a proper urgency to reaccelerate the business back to its expected growth rate and to refocus the company on the long and attractive runway ahead of it in travel retail.

Even after a decade-long bull market in small-cap shares, the end of 2018 demonstrated that volatility creates opportunities. With the pullback at the end of the first quarter, we are starting to see more new opportunities emerge. As the market continues to debate the broader macro issues, we will continue to be focused on individual company performance, cash flows and valuation. We will not predict (or even pretend to know) when the next recession will emerge, but we do believe that our opportunistic approach and focus on valuation and cash flows will continue to generate attractive, long-term risk-adjusted returns.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Equity Growth Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the US Equity Growth Fund Class B USD returned 16.1% vs. 11.9% for the Russell 1000 Growth Index.

The U.S. Large-Cap Growth Fund delivered strong results, both in absolute and relative terms, as U.S. equity markets snapped back from a brisk correction in November. The economy and corporate earnings have proven to be fairly resilient, helping to support the market rebound, but this by no means is considered a “Goldilocks” scenario. However the U.S. does have a relatively stronger footing than most global economies, many of which have already started to experience some weakness. A bull market, as the old saying goes, will climb a wall of worry…

Technology was a leading sector behind the market swoon and subsequent recovery. This was partially due to an archetypical rebound; however, fundamentals across much of the software and services segment continue to be quite robust. As companies in all areas of the economy look to invest in technology to modernize their operations and stave off disruption, “digital transformation” partners, such as Salesforce.com (CRM), Adobe Inc. (ADBE), Autodesk Inc. (ADSK) and Microsoft (MSFT), are experiencing robust, secular demand. This investment cycle remains early in the large enterprise segment, with today’s investments often focusing on front-office applications before moving to back-office applications and IT infrastructure in the future. In addition to these industrywide tailwinds, the portfolio benefited from several stock-specific drivers in companies like Intuit Inc. (INTU), Autodesk and Genpact Limited (G).

Health care continues to be a meaningful contributor to the Fund’s performance. However, the backdrop for the health care sector broadly remains cloudy and the sector has been an underperformer for the benchmark during this period. Concerns over drug pricing and increasing regulation continues to weigh on biopharma stocks. The portfolio remains overweight to the sector, although this is not due to a top-down view. From a bottom-up perspective, we are quite sanguine about the underlying strength of the individual business models that we own. For example, Danaher Corporation (DHR), which has been a longtime portfolio holding, announced the acquisition of GE’s health care business, sending the stock higher. This was not necessarily considered a transformative acquisition. We believe that the company has done an extraordinary job over the last several years transforming the business by increasing both the recurring nature of its revenues and the profitability of the business, thus improving the overall quality of its multi-industry business model.

Our industrial holding, BWX Technologies Inc. (BWXT), pulled back after missing expectations due to a quality control issue in a non-core business segment. The market initially overreacted to the news, however the core nuclear power-plant business which underpins our investment case remains on track, and stock has begun to recover.

We initiated a new position in consumer staples company Brown-Forman Corporation (BF.B). Brown-Forman owns a leading portfolio of super-premium spirits brands and maintains an exceptional position in the key growth categories of American whiskey and tequila. The stock underperformed its peer group and the broader market over last year, creating an opportunity to build our position at a compelling valuation. We eliminated our position in Facebook Inc. (FB) as the company remains in the crosshairs of regulatory and consumer backlash as a result of its missteps with respect to data governance practices, and management turnover. Given these challenges, we are reallocating the capital to Microsoft Corporation (MSFT) which is a business we believe has greater visibility and offers a more compelling ratio of upside potential versus downside risk. Microsoft is an enterprise software company offering both cloud computing and productivity applications. The company has successfully reinvented itself over the last several years, and we have a high degree of confidence in its ability to grow revenues and expand operating margins going forward.

We are pleased that the portfolio continues to outperform, especially in light of the volatile markets. We believe it is impossible, nor do we even try, to predict the short-term market response or the precise quarterly cadence of our companies’ results. Our focus is geared toward finding companies with unique business models that we believe have the potential to grow at above-average rates over a full cycle. We have always been confident that the market will reward these types of companies over the long term.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Small Cap Blend Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the US Small Cap Blend Fund Class B USD returned 10.4% vs 5.8% for the Russell 2000 Index.

Small-Cap Growth (50%)

Catalyzed by a strong 4Q18 earnings season announced in early 2019, the portfolio’s relative results were wholly driven by stock selection. The investment landscape changed quite dramatically during the period. The end of 2018, particularly the 13% December swoon in smaller cap growth stocks, presented us with a rare opportunity to take advantage of the burgeoning “on-deck” circle of our analytical team has been building over the last couple years. In short, a number of stocks finally hit price points where we believed the risk/reward dynamic actually favored our shareholders. This was a buying moment that we were able to take advantage of because of the portfolio’s solid downside protection that is driven by a focus on quality, diversification and valuation discipline. Our conservatism simply allows us to lean against the wind during times of market stress. There is no doubt that the actions taken late last year have helped to produce a solid start to 2019.

What drove the equity market from delivering investment coal for Christmas in 2018 to the vigorous rally in 2019? As a starting point, while valuations were not “cheap” at the low, they were at least reasonable – a rarity over the past few years. This provided a solid foundation for the market to move higher. Thus, as concerns over the Chinese economy waned, generally solid U.S. company earnings were announced, and the Federal Reserve pivoted 180 degrees from its reluctantly hawkish position to a decidedly dovish one, investor sentiment turned markedly. From a more academic point of view, small-cap growth equities tend to have more of their market capitalization housed in the terminal value versus the explicit forecast period in a discounted cash flow analysis, making them more susceptible to changes in discount rates. As long-term interest rate expectations declined, our primary benchmark rose.






BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Small Cap Blend Fund (continued) For the six months ended 30th April, 2019

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On the other side of the ledger, the largest detractor for the period was Welbilt (WBT), a commercial food service equipment company. While North American revenue growth was solid and consistent with our due diligence, the company’s margins were negatively impacted by a collection of surprising issues. This result ran counter to the last several quarters, which were highlighted by inconsistent revenue growth, but strong margins. Shares felt additional pressure due to a recent management change and tariff fears. National Vision Holdings (EYE), an operator of retail locations offering eye exams, eyeglasses and contact lenses reported strong quarterly results, but high-multiple retail stocks were hit very hard in the broader market selloff. We remain positive about the long-term prospects for the business and have added to our position. Neurocrine Biosciences (NBIX), a product-based bio-pharmaceutical company, saw its share price fall due to concerns of slowing patient demand and overall prescription growth. Subsequent news demonstrated that demand for the company’s flagship product remains robust. Hudson Group, a travel retail company, reported weak fourth-quarter results that were impacted by a slowdown in duty-free spending by Chinese tourists during the quarter and a downtick in new business wins after a period of strong growth. Finally, we acquired BWX Technologies (BWXT) for its relatively low cyclicality and strong long-term visibility. Despite an elevated valuation, we thought the stock would act more defensively (as it is a defense company) and thus it ranked as maybe the most disappointing stock in the portfolio relative to expectations. The company saw two non-core and relatively minor business segments produce a large decline in the stock as management failed to execute on the positive vision they had previously touted. A meaningful portion of the downdraft relates to management credibility issues, which will likely take a few quarters of crisp execution to restore.


Small-Cap Value (50%)

The beginning of 2019 saw a sharp rebound in small-cap company share prices. This snap back followed a particularly challenging fourth quarter in which fears of a rapidly slowing economy weighed on share prices. As you may recall, small cap shares were down significantly during the back half of 2018 with the Russell 2000 Value index down 12.9% for the year. As companies reported first quarter earnings we heard more positive commentary from management teams, along with the potential for relief on the U.S./China trade issue shifted the tide, with small-cap shares up over 17% by the middle of February, along with the broader markets. Small-cap


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shares weakened during the second half of the quarter, with the Russell 2000® Value Index ending up 11.9%, which marks the second best quarter over the past five years. During the month of April there was a slight pull back with the Index returning 10% for the year to date period.

There were several notable corporate actions during the period. Nexstar (NXST) announced its planned divestitures in connection with its anticipated close of Tribune later in 2019. The sales prices on the divestitures were much higher than the market's assumption, which, along with solid operating performance, drove Nexstar's share price higher. TCF Financial (TCF) announced a merger of equals with Chemical Financial in January, and the market responded positively to the terms and valuation. We agreed that the transaction made sense on paper, but we did not like the underlying chemical business and used the strength in the shares to sell our position. Denny's (DEN) announced that it was accelerating its re-franchising strategy and reducing the number of company owned restaurants from 10% of its total to approximately 4%. Through a combination of increased franchise fees and share repurchases (using proceeds from restaurant sales), Denny's believes that the transaction will be accretive and should garner a higher multiple in the market. Not all the transactions were value creating or received well by the markets. One of the strategy’s most sizable losses during the quarter came from our recent investment in Spectrum Brands (SPB) which was undergoing a significant corporate simplification and reorganization. Unfortunately, during November, it announced that it had to renegotiate the terms of its battery business sale to Energizer due to regulatory challenges. This coupled with reported weakness in its consumer products division during third quarter resulted in a sizable reduction in our expected value which was reflected in the share price (and then some). We have also been surprised at the tepid reaction the market has had to the spin-off of Riviera Resources from Roan Resources (formerly Linn Energy). Following the completion of the spin, both pieces of the company were down materially (even before crude prices started to drop during the quarter. Following a very active new investment fourth quarter, investment activity during the first quarter was light. We made one investment during the quarter (versus eight in the fourth quarter).

During the six month period we invested in eleven new businesses and exited five. Two of the new holdings were in consumer discretionary, two in technology, three in financials and four in the industrial sector. The sales were across a variety of sectors; one in consumer discretionary, financials, real estate, materials and finally communication services.

Nexstar Media Group (NXST) was the largest individual performer during the period for the reasons mentioned above. Another top contributor was Essential Properties Realty Trust (EPRT). In its third quarter as a public company, Essential Properties delivered another set of consistent results, with its 677-property net lease portfolio fully leased and the deployment of over $100 million into acquisitions in the quarter, consistent with its investment philosophy and expected pace. Further, with the stock rallying on falling interest rates throughout the quarter, the company decided to issue equity in mid-March to fund additional acquisitions it has in the pipeline for early 2019; the offering was well-executed, raising approximately $230 million at $17.50, a price that was accretive to our estimate of NAV prior to the deal. Eagle Materials (EXP), performed well in the first quarter of 2019 on the news that a large activist hedge fund has purchased a 9% stake and would like to see the company broken up and pieces of the business sold off. While we don’t necessarily agree that the company needs to be broken up, we do believe that Eagle’s collection of assets continues to be significantly undervalued in the market, which led to our initial purchase in the fourth quarter of 2018. We think that Eagle’s core business has a number of favorable catalysts in front of it, including a tightening cement market, favorable input costs in its wallboard business and peaking capex that should lead to accelerating free cash flow in 2019.

The largest detractor to performance was Roan Resources (ROAN). During the first quarter after the company reduced its production and capex guidance for 2019. Riviera Resources (RVRA) underperformed during the first quarter despite reporting favorable fourth-quarter results and closing a large asset sale. We continue to believe that Riviera’s current asset base is undervalued in the market today and the company’s free cash flow generation, net cash position and large share repurchase authorization ($78 million) make it a unique opportunity within the energy space. Hudson Group (HUD), a travel retail company, reported weak results in early January that were impacted by a slowdown in duty-free spending by Chinese tourists during the fourth quarter and a downtick in new business wins after a period of better-than-average growth. Hudson’s duty-free business represents about 25%


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of total revenue, with the rest coming from more stable convenience-oriented categories, which have performed in line with our expectations. That said, the softness in new business wins (expansions into new airport locations) is expected to be at the lower end of the company’s long-term range in 2019, a disappointment that has damaged the company’s reputation early in its life as a public company. As a result, the company’s board implemented a change in CEO that was announced during the quarter; the new CEO is a long time Hudson executive, Roger Fordyce, and we believe this change signals a proper urgency to reaccelerate the business back to its expected growth rate and to refocus the company on the long and attractive runway ahead of it in travel retail.

Even after a decade-long bull market in small-cap shares, the end of 2018 demonstrated that volatility creates opportunities. With the pullback at the end of the first quarter, we are starting to see more new opportunities emerge. As the market continues to debate the broader macro issues, we will continue to be focused on individual company performance, cash flows and valuation. We will not predict (or even pretend to know) when the next recession will emerge, but we do believe that our opportunistic approach and focus on valuation and cash flows will continue to generate attractive, long-term risk-adjusted returns.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to 30th April 2019, the US Flexible Equity Fund Class B USD returned 10.8% outperforming the 9.4% return for the S&P 500 stock index. This period included a steep market sell-off in November through late December and then a strong recovery through April. The market declined about 20% from its high on September 20, 2018 to its low on Christmas Eve. Signs of slowing economic expansion, fears about the effects of higher interest rates, a flattened and almost inverted U.S. yield curve (sometimes a signal of a recession to come), the U.S. election results (moving from one-party to two-party control in Congress), a 40% decline in the price of oil, U.S. trade tensions with China and a federal budget impasse leading to a U.S. government shutdown contributed to this decline. Interestingly, these news items, or their ilk, have all happened before in modern economic and financial history. They are the “usual suspects” for a market retreat, especially after sustained gains, and all are subject to change.

The catalyst for the equity market recovering was a signal from the Federal Reserve that it was no longer as set on increasing interest rates. This caused bonds to rally, and equities followed. It was hard not to like stocks at the lower prices and valuations after the sell-off with interest rates beginning to decline rather than continuing to rise. Earnings reports from companies also generally met expectations supporting the higher equity prices. At current interest rates and equity valuations, we continue to view stocks as more attractive than bonds. With interest on U.S. Treasuries capitalized at 2.5%, the equivalent of a 40x price-to-earnings ratio (P/E), and stocks capitalized at almost 6.0% with P/Es of 17.5x on forward year (2019) earnings, the advantage of stocks is strong, in our view. With this spread in favor of stocks, one would have to either be very negative on the future of sustainable earnings of stocks or, given stocks’ longer duration and greater sensitivity to increases in interest rates, very negative on the outlook for inflation and thus interest rates. Both of these circumstances are possible over time and indeed played some role in the sell-off late last year, but presently seem like distant concerns again. In the annual report, we discussed “growth” stocks and “value” stocks, putting these labels in quotes because the stocks themselves do not innately and immutably possess these traits. Investors assign these labels to companies based on recent results and expectations for the future – or, in the case of style-based indices, largely by sorting the highest valuation stocks into the “growth” category and the lowest into the “value” category. In reasonably efficient markets, neither type of investment should be expected to permanently outperform the other, despite periodic long runs favoring one or the other. In recent years, “growth” stocks have outperformed “value” stocks, but, as markets retreated, “value” outperformed “growth” perhaps as “value,” not having gained so much as “growth” previously, had less to retreat. The Flexible Equity Fund contains both “growth” and “value” stocks as the market labels them, but we have neither a value nor a growth style of investing. We always want to get a lot for our money, so you should think of us first as having a value philosophy. However, we recognize that companies that can grow their sales and earnings while earning a strong return on invested capital offer more favorable long-term prospects to investors than those that cannot, so you can think of us as having a growth philosophy as well. We distinguish philosophy from style because value judgements are subjective, more so than objectively quantifiable. In the six-month period, communication services and information technology were our best performing sectors compared to the S&P 500 Index, meaning our stock selections rose more than the S&P index holdings in the same sectors. Financials and industrials sector exposures were our worst with our selections rising less than the S&P 500 index holdings.

The top individual stocks contributing to our returns were global payments processors Visa Inc. (V) and MasterCard Inc. (MA), the largest holdings in the portfolio. Payment volume growth remains robust, and both companies have benefited from the secular shift away from cash. Reported profits from both the companies were ahead of expectations.

The largest detractor to returns in the period was Apple, Inc. (AAPL) which declined due to concerns for future sales of iPhones and price points as the product category has matured.

We added three new investments, and eliminated five since our October 31, 2018 annual report to shareholders. New investments include Amazon.com, Inc. (AMZN), a leading online retailer and provider of cloud services and

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity Fund (continued) For the six months ended 30th April, 2019

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Stericycle, Inc. (SRCL), a medical waste removal and document destruction business. The recent decline in Amazon’s share price gave us an opportunity to invest in a market leader with strong future growth prospects and excellent entrepreneurial leadership of founder and CEO Jeff Bezos. We view Stericycle as a tollbooth on medical and business activity with a highly recurring revenue base. The company had faced challenges due to poor management. A new management team is in place to revive the business prospects. New holding Dow, Inc. (DOW) was a spin-off from DowDuPont, a specialty materials producer. We continue to hold both and believe that value will be realized from these and future business portfolio changes. We sold Altaba Inc. (AABA) and invested the proceeds in Alibaba Group Holding Ltd. (BABA), the largest e-commerce company in China, due to a narrowing spread in valuation between the two. Since Altaba’s value was largely tied to its investment in Alibaba, our exposure to the underlying business did not change. We now own Alibaba directly rather than through an intermediary. We believe that Alibaba will continue to achieve above-average growth in China and other regions in Asia.

We eliminated eBay Inc. (EBAY), one of the smallest holdings in the portfolio, due to its lagging overall e-commerce growth rates. We made our investment in eBay in 2014 and saw an opportunity for improvement in its namesake business and potential for its PayPal business. PayPal Holdings Inc. (PYPL) was spun out of eBay in 2016. eBay was moderately successful as an investment and PayPal, to date, has been very successful, making the combination quite attractive overall. We reinvested the proceeds from Occidental Petroleum Corporation (OXY), an integrated energy company, PepsiCo, Inc. (PEP), a leading beverage and snack food company and T. Rowe Price Group (TROW), an asset management company, in favor of adding to holdings that in our assessment have better upside potential. The Flexible Equity team searches for investment bargains among long-term, attractive businesses with shareholder-oriented managers – those with productive assets and productive managers. These businesses should have or should develop competitive advantages that result in attractive business economics, managers who allocate capital well, a capacity to adjust to changes in the world and an ability to grow business value over time. Bargains in these types of stocks can arise for various reasons but are often due to short-term investor perceptions, temporary business challenges that will improve, company or industry changes for the better, or as-yet-unrecognized potential for long-term growth and development. Despite the occasional investment that will go awry and stretches when the general stock market is unrewarding, we are optimistic about the long-term outlook for equities of good businesses purchased at reasonable prices and our ability to find them.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory Global Leaders Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the Global Leaders Fund Class C USD returned 16.2% vs. 9.0% for the FTSE All-World Index. Global equities had a strong rally following weakness at the end of 2018. The investor’s fourth quarter preoccupation with an imminent global economic recession failed to materialize in the beginning of the year despite uncertainties stemming from trade disputes and slowing economic growth in China. Sentiment was buoyed by fourth quarter results that indicated steady demand for a variety of global corporates. Against this uncertain backdrop, we were pleased that the Global Leaders Fund outperformed its benchmark. The Global Leaders Fund is focused on delivering long-term performance by buying a concentrated portfolio of companies that uniquely satisfy their customers and generate attractive economics for shareholders. Given its concentrated nature, the Global Leaders Fund’s performance is an output of our stock-picking and relative performance benefitted from our holdings in a number of sectors but most notably from the information technology and financials sectors for the period. We believe capital allocation is equally important as stock selection and we were pleased to see our two biggest positions contribute some of the largest amounts of alpha for the period. Core holdings Microsoft Corporation (MSFT) and Visa Inc. (V) materially outperformed during the period. Microsoft reported positive results during the first quarter. The company continues to effectively migrate its customers towards cloud-based solutions. Visa rebounded following results benefitting from the ongoing structural shift to the cashless global economy. Partially offsetting the strong results from the top contributors were disappointing performances from a couple of industrials and consumer discretionary companies such as Booking Holdings Inc. (BKNG) and Hoshizaki Corp. (6465-JP). Booking Holdings gave a subdued outlook for 1Q19 in its 2018 results announcement. We view these issues as being transient and the company’s competitive position continues to improve. We looked at this relative weakness as an opportunity to add to our position. Hoshizaki, a Japanese catering equipment manufacturer, sold off towards the end of 2018 due to an internal investigation on conduct at one of its sales subsidiaries (less than 10% of group revenue). The lengthiness of the investigation caused us to lose confidence in management’s control of the company and we decided to liquidate our position, choosing to recycle the capital into better opportunities within the portfolio. Although we have not added any new positions since August 2018, we diligently followed our drawdown review at the end of 2018 during the increased bout of market volatility. While it is early days, we are pleased that the companies that we added to during this process are some of the best performing companies in the second half of the period. Despite macro-economic uncertainty, the Global Leaders’ team remains focused on executing on the investment process and scouring the globe for high quality companies. We remain very active on the research front and maintain extensive rate of review and ready to buy lists. Patience is an underrated virtue in investment and we remain disciplined on entry points for attractive assets. We feel that overpaying for good businesses is an ever present risk for quality focused investors. We subscribe to Warren Buffett’s idea that investors can be busy fools- sometimes investments can feel like watching paint dry!

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Mid-Cap Growth Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the US Mid-Cap Growth Fund Class C USD returned 16.1% vs. 16.4% for the Russell Midcap Growth Index.

While solid returns since last October seem benevolent, the Q4 drawdown and subsequent snapback were jarring. Many of Q4’s “losers” turned into Q1’s “winners.” That theme played out in our Fund and market wide and it helped us year-to-date in 2019. As detailed below, we took advantage of several “pops and drops” to improve the portfolio. We added to numerous existing positions and built new ones in companies that we think will compound at above average rates for many years to come.

As noted in previous letters, we focus on generating superior risk-adjusted returns. Hence, our Fund typically exhibits better downside protection than upside capture. Despite this lower-volatility profile, the team’s solid stock selection helped the fund’s return match that of our benchmark, with particular success in materials, information technology and consumer staples.

Looking deeper, two market dynamics likely made it more difficult for us to keep up given our current exposures. Over this short period, large-caps outperformed small-caps and the information technology sector outpaced the health care vertical. The gaps were quite large. The Russell 1000 Growth Index beat the Russell 2000 Growth Index by nearly 4%, but the Russell Mid-Cap growth Index shined brightest - it bested its small-cap growth counterpart by more than 8% since last October. In our benchmark, the information technology sector soared 26% over the last six months while health care sector climbed a paltry 6%. This is a continued trend from the last couple of years that we have dubbed the “tech phenomenon.” Despite the dramatic pullback in Q4 and overall shifting market conditions, information technology has continued to elevate, mostly through multiple expansion. In our view, prices were perhaps reasonable on the nadir of the Q4 drawdown (on Christmas Eve), but the subsequent snapback has pushed software-as-a-service (SaaS) valuations back to previous highs. Due to our bottom-up stock selection, the fund tilts mildly down-cap, towards health care, and away from information technology – likely providing a headwind to our relative returns the past six months.

We build the Fund’s holdings through bottom-up fundamental research, eschewing “macro overlays.” However, our team speaks to hundreds of small- and mid-cap company management teams each year and we use this primary research to build a broader view of the domestic economy and its sub-sectors. Management teams have generally noted stability/strength from a macro perspective the past two months, only citing swings in industries highlighted in the second half of last year – semiconductors, transportation and U.S. residential housing. We’ve also seen deterioration in some industries exposed to China - autos, for instance – while others, such as luxury consumer goods, have shown surprising strength. Given comments indicating stability, we’re cautiously optimistic on the remainder of the year.

During the period, the Fund added thirteen investments and exited seven positions. Dollar turnover, which measured close to 19% in the last six months remains within historical norms. Given our three- to five–year investment time-horizon, we expect turnover to range between 20% and 50% annually, depending on market conditions, portfolio needs and opportunities.

Four of the new positions were in communication services, three in health care, three in information technology and one in consumer discretionary. We took advantage of the drawdown in late 2018 to build new positions in well-run companies that we think will be much larger in three to five years. We bought Aspen Technology (AZPN) and ServiceNow (NOW) during the period and also added to several existing holdings on weakness, including Catalent (CTLT), Electronic Arts (EA), SiteOne (SITE), National Vision (EYE), GoDaddy (GDDY) and CarMax (KMX).

Year to date in 2019, despite lower volatility and higher prices, we found several opportunities to build positions, including portfolio newbies Match.com (MTCH) and KAR Auction Services (KAR). Match.com owns over 40 online dating sites, including Tinder, which is driving the firm’s double-digit percentage revenue and EBITDA growth. The online dating market is large, underpenetrated and growing. Match estimates that there are over 600 million singles globally (ex. China), with a small portion currently using an app. In fact, while usage has grown

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Mid-Cap Growth Fund (continued) For the six months ended 30th April, 2019

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rapidly in the U.S., still only 39% of singles try to pair over the internet, up from 29% in 2012. Usage outside the U.S. varies, but generally remains about five years behind that in the U.S.; less than one-third of international singles have ever even tried a dating app. That is changing and Tinder is the only online dating site to truly gain global scale. While the addressable opportunity is smaller, the dynamics of the online dating market remind us of online travel 10 years ago, shortly after Priceline bought Booking.com and ActiveHotels.com. Priceline (now Booking Holdings) went on to drive surprisingly durable growth for years thanks to that market construct. We think Match, which commands over 50% market share, could drive the same over the next several years. In addition to increasing subscribers, we think Match can further monetize its Tinder users by adding features that ease the path to a match and by pushing price. We took advantage of investor concerns regarding a temporary lull in growth following the introduction of a higher-priced subscription tier (“Tinder Gold”) one year ago to accumulate shares in the first quarter.

KAR Auction Services competes in two different domestic oligopolies – whole-car and salvage auctions. Both businesses enjoy secular growth drivers, and KAR has been a compounder since 2011. We took advantage of weakness in the first quarter following the firm’s earnings report to build a position. We think investors fear fading growth in off-lease vehicles, investment in a new online platform and a delayed spin-off of the salvage auction business. Based on numerous primary- and secondary-source conversations, we think all three concerns could prove transient. If we are right, we think upside in the share price ranges from 50% to 100% over three years.

We sold positions across a variety of sectors; two in communication services, two in industrials, two in healthcare and one in information technology. We sold Sensata (ST), Welbilt (WBT), Blackbaud (BLKB) and Alder (ALDR) to fund other names we have more conviction in. We exited Cogent (CCOI) as growth in the NetCentric business has not recovered (a major part of our thesis), and we feared it might be hindered permanently as customers shift to the public cloud. Eli Lilly acquired Loxo (LOXO) in the quarter. Finally, we eliminated our position in Liberty Media (LSXMA) due to concerns around other streaming media companies.

Top performers during the period included Mimecast Limited (MIME), Ball Corporation (BALL) and Waste Connections (WCN). Mimecast was particularly strong leading up to a solid earnings report, as many software-as-a-service names recovered from their December lows. Ball continued to rise on accelerating can demand in North America and continued strength in Europe. Waste Connections, a long-term holding, rose on a strong earnings report in early 2019.

The biggest detractors to performance during the period included National Vision Holdings (EYE), Welbilt Inc. (WBT) and Neurocrine Biosciences (NBIX). National Vision Holdings reported strong earnings results the past two quarters, but high-multiple retail stocks fell meaningfully in the broader market sell-off last year. We like the long-term prospects for the business and have added to our position. Welbilt reported lower-than expected earnings with compressing margins. Shares felt additional pressure in the second half of 2018 due to management changes and fears surrounding tariffs. We sold the position after shares recovered in Q1 to fund higher-conviction ideas. Neurocrine Biosciences saw its share price fall due to concerns of slowing patient demand and overall prescription growth.

As always, we remain committed to achieving attractive risk-adjusted returns over a full market cycle by owning a diversified portfolio of companies that we believe could one day grow much larger. We are grateful for your support and look forward to updating you in six months.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Sustainable Growth Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the US Sustainable Growth Fund Class C USD returned 17.3% vs. 11.9% for the Russell 1000 Growth Index. During this time the Fund also passed its 2-year anniversary on 3rd April 2019. In the first quarter of 2019, investor sentiment markedly improved from the end of 2018. Trade tensions had eased and the Federal Reserve seemed intent on maintaining a dovish stance. Investor optimism may wax and wane given rhetoric on any of the above, but the U.S. economy continues to march ahead, driven by low unemployment and benign inflation. Even wage growth appears to have accelerated. While growth in Europe remains tepid and China continues to slow, investors may look back at the downward move at the end of 2018 as a tremendous buying opportunity. Indeed, we took advantage of a pullback in Aspen Technology, Inc. (AZPN), a company we have been following for years but, in our opinion, had been overly expensive until November of 2018. We discuss this new addition in more detail later in the commentary. During the period, the Fund benefitted from strong stock selection in information technology and health care. Weakness in industrials and our underweight in communication services partially offset the strong results. We seek to add value primarily through stock selection given we build our portfolio from the bottom up and do not take a top down view on any sector. Three of the top five stocks that contributed to performance were information technology companies - Marvell Technology Group Ltd. (MRVL), Microsoft Corporation (MSFT) and Autodesk, Inc. (ADSK). Marvell Technology produces semiconductor solutions that continue to transform the enterprise, cloud, automotive, industrial and consumer markets. Its strong performance was on the back of the company’s competitive positioning in the expansion of the 5G cellular network. Microsoft continues to effectively migrate its customers towards cloud-based solutions and reported positive results during the first quarter of 2019. Autodesk delivered a fourth quarter 2018 result of better-than-expected revenues and a strong free cash flow outlook. The company continues to transition customers to a subscription basis on their core computer-aided design (CAD) offerings, add to their product portfolio organically through targeted acquisitions, and add customers while increasing revenue yield. Another top performer was health care company, Danaher Corporation (DHR). During the period, Danaher announced its intentions to acquire the biopharma business from General Electric for roughly $21 billion. The deal will expand Danaher’s presence in multiple fast-growing areas of life sciences, including research, discovery, process development and manufacturing workflows of biopharmaceuticals. Investors responded positively to the proposed deal, which, along with the spinoff of the company’s dental unit, should accelerate the company’s organic growth rate going forward. Partially offsetting the strong results from the top five contributors were disappointing performances from Illumina, Inc. (ILMN), UnitedHealth Group Incorporated (UNH), Facebook, Inc. Class A (FB), J.B. Hunt Transport Services, Inc. (JBHT) and Welbilt Inc. (WBT). Illumina disappointed investors by missing its NovaSeq equipment placement goal in 2018. The company is taking a very patient approach to equipment placements, which we believe is the right strategy. Over the longer term, as the cost of genetic sequencing continues to fall, we believe Illumina’s solutions will serve a critical role in the standard of care. We added to our position during the period. UnitedHealth Group’s stock declined due to fears surrounding proposed changes to the broader health care landscape and the threat of Medicare Part D rebate elimination for pharmacy benefit managers. Clearly, health care remains a hot-button topic for political officials, and we trimmed our position last year in anticipation of negative headline risks. However, we added back to our position during the first quarter because UnitedHealth remains the industry leader, ultimately focused on reducing the cost of care and improving the quality of care to consumers. While headline risks will undoubtedly remain, we do not anticipate a large-scale dismantling of the private insurance industry and will continue to look for opportunities to add to our position on headline fears. We exited our small position in Facebook during the period. We have previously written about reducing our position size given the elevated risks around privacy, data security, governance and regulation. In monitoring the situation to assess whether these issues are systemic or isolated incidents, it has become clear to us that Facebook

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US Sustainable Growth Fund (continued) For the six months ended 30th April, 2019

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gave far greater data access to many technology companies beyond what it originally disclosed. We believe that at a minimum, these partnerships might have violated Facebook’s consent decree with the Federal Trade Commission. But ultimately, it seems that Facebook deceived users and investors as to the extent of the data privacy issues. Unfortunately, in our opinion, Facebook’s management has demonstrated a systemic disregard for managing privacy, data security and regulatory risk. We eliminated our position. J.B. Hunt has been able to secure price increases, but investors can rightfully worry (in the short term) about cost and volume challenges from a host of angles – rail service issues, trucker shortages and trade wars. In addition, an arbitration overhang with its rail partner, BNSF, was resolved and negatively impacts J.B. Hunt’s profitability in its intermodal segment, by far its largest and most profitable business. Nevertheless, the level of these charges are less than we feared, and we believe the long-term profitability model for the company is unchanged. We took advantage of weakness to add to our position. We sold our small remaining position in restaurant equipment-maker Welbilt. We had initiated a position less than one year ago, believing that Welbilt would be a share gainer as restaurants and food service providers sorted out their equipment capital allocation to drive volumes. Soon after our initiation, Welbilt’s CEO surprisingly resigned. This prompted us to exit the position, having lost confidence in the management team and its ability to execute in a highly competitive industry. We also eliminated Red Hat, Inc. (RHT) over the period due to its pending acquisition by IBM. As previously mentioned we took advantage of volatility to add one new name, Aspen Technology, in the time period. Aspen Technology is a company that sells mission-critical optimization software to energy, construction, engineering and chemical companies. Aspen aims to help its customers make their plants and supply chains more efficient, increase their production capacity, and save them billions of dollars over time. We believe that Aspen Technologies is poised to experience meaningful revenue growth as it expands its mission-critical asset optimization offerings among the industries it serves. Brown Advisory’s U.S. Sustainable Growth Fund seeks companies with outstanding business models and sustainability drivers that directly benefit financial performance by specifically driving revenue growth, cost improvements and enhanced franchise value. We believe that the Fund has a distinct competitive advantage in the marketplace with an attractive long-term performance track record (the strategy was launched in 2009). Our process targets attractive performance combined with sustainable investing, and our track record proves you can have both. Our stock selection is ultimately tested against back end screens to avoid certain controversial business involvement. The Fund has:

0% exposure to companies that defy the UN Global Compact Principles 0% exposure to companies that conduct animal testing for nonmedical purposes 0% turnover (by company) from controversial weapons 0% exposure to fossil fuels, companies that own fossil fuel reserves or companies that are utilities that

generate power from fossil fuels <3% turnover (by company) from adult entertainment <5% turnover (by company) from military equipment <5% turnover (by company) from alcohol <5% turnover (by company) from tobacco products <5% turnover (by company) from gambling

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory Latin American Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the Latin American Fund Class B USD returned 4.2% vs. 5.1% for the MSCI EM Latin America Index. All countries contributed positively to returns except Argentina, where currency weakness overcame flat stock prices. The investment objective of the Brown Advisory Latin American Fund is to achieve capital growth by investing in a concentrated portfolio of high-quality Latin American private sector growth companies. The Fund seeks to invest in companies with long growth runways, shareholder-aligned management, solid competitive positions, high returns on capital and strong balance sheets. We typically make long-term investments in companies in under-penetrated sectors that should be able to outgrow nominal GDP for an extended period of time. We do not invest in state-controlled or commodity companies, but prefer to focus on growth companies exposed to the positive domestic trends we find in several of the region's economies. Therefore the Fund is positioned very differently to a typical Latin American Index. As of 30th April 2019 we have approximately 55% invested in Brazil, 35% invested in the Andean Bloc (Peru, Colombia, and Chile), 9% invested in Argentina and 1% in Mexico. Four countries are represented in our top ten positions, which account for 52% of the Fund. This difference in positioning is among the reasons why we do not tend to use a benchmark to measure performance. Our top five contributors included three of our top ten positions. InRetail Peru Corp. (B7YYJD), a multiformat retailer in Peru, continued performing strongly on the back of an excellent acquisition in its pharmacy division and strong comps in its supermarkets division. Grupo Nutresa S.A. (B00P90), a Colombian consumer staples company, reported improved volume trends. B3 SA (BG36ZK), the monopoly Brazilian financial exchange and custodian, performed well on rising optimism in Brazil's markets. The bottom 5 contributors consisted of three Argentine and two Brazilian companies. As mentioned above the Argentine performance was mainly driven by currency. In Brazil, the six month period started with a period of market strength following the election of Jair Bolsonaro's promarket government in late 2018. This was followed by a weaker period driven by political noise around the pension reform. We believe that a reasonable reform will get done, allowing Brazil to balance its budget. This is one of several very positive reforms planned by the Bolsonaro government. In Argentina, the currency weakness in the first quarter of 2019 was driven by some stubborn inflation readings. However, we now know that the economy grew sequentially in the first quarter, and inflation is showing signs of better behaviour. We believe that a pro-market government will be elected in November. If that happens we are extremely positive on the outlook for our Argentine positions, which are trading on bear market multiples in an economy that has the potential for a rapid and prolonged recovery. In Mexico the new President, Andres Manuel Lopez Obrador (AMLO), has made some strange decisions in his first months and is not creating business confidence. We fear the economy may slow, and do not feel this is priced into most stocks. In the six months ending October 2018 we repositioned the fund fairly aggressively to take advantage of opportunities in Brazil and Argentina, and to avoid potential risks in Mexico. We were less active in the six months ending April 2019. We made further small reductions to our Mexico position, selling out of El Puerto de Liverpool SAB de CV (230681), and we added to our position in Brazilian banks, buying Banco Bradesco S.A. (BBD). Overall we feel that our thesis for the region is playing out. Latin America is accelerating out of a prolonged slowdown. Pro-market governments are enacting reforms that could turn this acceleration into a disinflationary boom, especially in Brazil. High quality domestic growth businesses such as the ones we own have the potential to compound earnings in the mid to high teens. In addition, we feel there is room for some multiple appreciation, and for Latin American currencies to gain against the dollar, in the medium term.

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US All Cap SRI Fund For the six months ended 30th April, 2019

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In the period from the 1st November 2018 to the 30th April 2019, the US All Cap Socially Responsible Investing (SRI) Fund Class B USD returned 10.9% v 9.4% for the Russell 3000 Total Return Index.

The fund leverages the power of our proprietary fundamental and environmental, social and governance (ESG) research to pursue strong returns and align investments with investors’ values. Our portfolio selection process begins with Brown Advisory’s existing research universe. Our research analysts scour global equity markets and conduct deep due diligence to identify the several hundred securities that, at any given time, represent the team’s highest-conviction recommendations for inclusion in the fund. A negative screen is applied to these securities to identify the universe of stocks that satisfy specific SRI guidelines. Our ESG research team also conducts rigorous ESG analysis on each company in the universe, to further eliminate firms with potential ESG controversies or other issues that may impact returns and/or run afoul of client preferences. We then look to isolate stock selection as a key driver of performance relative to the market by combining fundamental judgment with objective portfolio analysis in a thoughtful and efficient portfolio construction process. We aim to generate consistency and low tracking error to the Russell 3000

Index, thus isolating outperformance through our team’s fundamental bottom-up

stock selection process. The Fund excludes companies that:

Defy the United Nations Global Compact Principles (UNGC) Have any involvement with controversial weapons Conduct animal testing for non-medical purposes Have exposure to stem cell research, abortifacients, and contraceptives Own fossil fuel reserves; are utilities that generate power from fossil fuels Have any ties to the nuclear power or coal mining industries Participate in genetic engineering Are involved in egregious controversies related to child labor, racial & ethnic discrimination, or violation

of human and civil rights Derives more than 5% of its revenue from conventional weapons, alcohol products, tobacco products or

adult entertainment Has any involvement in gambling

The broader equity markets performed well in the first quarter of 2019. Investor sentiment markedly improved from the fourth quarter. As trade tensions ostensibly have eased and the Federal Reserve seems intent on maintaining a dovish stance, investor optimism has returned. The U.S. economy continues to march ahead driven by low unemployment and benign inflation. Even wage growth appears to have accelerated. While growth in Europe remains tepid and China continues to slow, investors may look back at the downward move in the fourth quarter as a tremendous buying opportunity.

The positive performance over the period was driven almost entirely by strong stock selection, principally in the consumer discretionary and health care sectors. Weakness in consumer staples partially offset the strong results.

Our process, as outlined above, looks to minimize sector and factor variation against the market while maximizing our idiosyncratic upside opportunities. Given the nature of the portfolio, we would expect stock picking to be the dominant driver of our relative performance against the market, both on the upside and downside. While minor sector or factor bets may exist in the portfolio from time to time, we do not expect that they will have a meaningful impact on performance. That held true over the period, where no sector or factor meaningfully influenced our relative performance one way or the other.

Notable highlights in the period were strong performances from some of our largest holdings in the Fund, Microsoft Corporation (MSFT), Alibaba Group Holding Ltd. (BABA), Visa Inc. (V) and American Tower Corporation (AMT). Microsoft reported positive results during the first quarter. The company continues to effectively migrate its customers towards cloud-based solutions. Alibaba was up over 30% during the period as results in its core commerce segment helped beat low expectations and as sentiment around the Chinese market broadly recovered. Visa rebounded following results benefitting from the ongoing structural shift to the cashless

BROWN ADVISORY FUNDS PLC INVESTMENT MANAGER’S REPORT Brown Advisory US All Cap SRI Fund (continued) For the six months ended 30th April, 2019

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global economy. American Tower was up over 26%, driven by accelerating earnings growth, early excitement over potential 5G rollouts and an increasing view that interest rate rises are likely to stall or reverse.

Partially offsetting the strong results from the top five contributors were disappointing performances from Conagra Brands Inc. (CAG), Apple, Inc. (AAPL), Henry Schein Inc. (HSIC), Neurocrine Biosciences (NBIX) and J.B. Hunt Transport Services, Inc. (JBHT). Conagra was eliminated from the portfolio after a meaningful decline. Our conviction in the company fell after results of a recent large acquisition (Pinnacle Foods) came in well below expectations. Apple declined due to concerns for future sales of iPhones and price points as the product category has matured. Henry Schein and a business that spun off from it, Covetrus, also fell on weak animal health results and lack of disclosure on the new business. Neurocrine, a product-based bio-pharmaceutical company, saw its share price fall due to concerns of slowing patient demand and overall prescription growth. Subsequent news demonstrated that demand for the company’s flagship product remains robust. J.B. Hunt has been able to secure price increases, but investors can rightfully worry (in the short term) about cost and volume challenges from a host of angles – rail service issues, trucker shortages and trade wars. In addition, an arbitration overhang with its rail partner, BNSF, was resolved and negatively impacts J.B. Hunt’s profitability in its intermodal segment, by far its largest and most profitable business. Nevertheless, the level of these charges are less than we feared, and we believe the long-term profitability model for the company is unchanged.

We believe the Fund gives the best opportunity for success whilst maintaining socially responsible values and we look forward to updating you as the Fund matures.

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Smaller Companies Fund As at 30th April, 2019

The accompanying notes form an integral part of the financial statements.

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Equities

Fair Value % of Industry Holding Security Description US$ Fund

Communication Services 3.28% (31st October, 2018: 4.79%) 153,169 GCI Liberty Inc Class A 9,131,936 2.28% 703,949 Zynga Inc Class A 3,984,351 1.00% 13,116,287 3.28%

Consumer Discretionary 18.15% (31st October, 2018: 16.13%) 115,099 Bright Horizons Family Solutions Inc 14,749,937 3.69% 143,944 Carrols Restaurant Group Inc 1,412,091 0.35% 179,101 Chegg Inc 6,384,951 1.60% 97,267 Choice Hotels International Inc 8,077,052 2.02% 176,689 Clarus Corp 2,371,166 0.59% 22,814 Core-Mark Holding Co Inc 829,289 0.21% 156,753 Despegar.com Corp 2,287,026 0.57% 102,932 Etsy Inc 6,952,027 1.74% 94,852 Habit Restaurants Inc Class A 1,011,122 0.25% 197,907 Hudson Ltd Class A 3,035,893 0.76% 172,352 Lindblad Expeditions Holdings Inc 2,793,826 0.70% 262,207 MakeMyTrip Ltd 6,610,239 1.65% 205,001 National Vision Holdings Inc 5,535,027 1.39% 79,480 Stitch Fix Inc Class A 2,118,142 0.53% 118,117 TopBuild Corp 8,413,474 2.10% 72,581,262 18.15%

Consumer Staples 3.33% (31st October, 2018: 4.16%) 66,722 Calavo Growers Inc 6,392,635 1.60% 32,286 Casey's General Stores Inc 4,273,052 1.07% 120,877 Hain Celestial Group Inc 2,637,536 0.66% 13,303,223 3.33%

Energy 0.80% (31st October, 2018: 0.68%) 88,107 Cactus Inc Class A 3,198,284 0.80% 3,198,284 0.80%

Financials 5.44% (31st October, 2018: 6.31%) 180,853 Ares Management Corp Class A 4,421,856 1.11% 48,831 BankUnited Inc 1,786,238 0.45% 18,252 ConnectOne Bancorp Inc 398,441 0.10% 194,814 Capitol Investment Corp IV Class A 2,008,532 0.50% 67,343 Hamilton Lane Inc Class A 3,290,379 0.82% 58,340 Prosperity Bancshares Inc 4,296,158 1.07% 104,958 Webster Financial Corp 5,576,418 1.39% 21,778,022 5.44%

Health Care 16.42% (31st October, 2018: 15.32%) 34,008 Acceleron Pharma Inc 1,385,146 0.35% 34,402 Agios Pharmaceuticals Inc 1,923,760 0.48% 12,204 AnaptysBio Inc 887,475 0.22% 124,007 Array Biopharma Inc 2,803,798 0.70% 59,399 Biohaven Pharmaceutical Holding Co Ltd 3,555,030 0.89% 23,743 Blueprint Medicines Corp 1,795,208 0.45% 290,471 Catalent Inc 13,018,910 3.26% 81,656 Charles River Laboratories International Inc 11,470,218 2.87%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Smaller Companies Fund (continued) As at 30th April, 2019


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Equities (continued)


Health Care 16.42% (31st October, 2018: 15.32%) (continued) 68,984 Coherus Biosciences Inc 1,098,225 0.27% 149,460 Covetrus Inc 4,912,750 1.23% 36,912 Global Blood Therapeutics Inc 2,044,925 0.51% 28,864 HealthEquity Inc 1,955,536 0.49% 46,963 Henry Schein Inc 3,008,450 0.75% 136,513 Integra LifeSciences Holdings Corp 7,124,614 1.78% 260,789 NeoGenomics Inc 5,432,235 1.36% 45,075 Neurocrine Biosciences Inc 3,256,218 0.81% 65,672,498 16.42%

Industrials 18.79% (31st October, 2018: 22.56%) 126,087 BWX Technologies Inc 6,443,046 1.61% 58,905 ESCO Technologies Inc 4,417,875 1.11% 56,567 Healthcare Services Group Inc 1,914,793 0.48% 60,807 HEICO Corp 6,416,963 1.60% 85,446 Hexcel Corp 6,041,887 1.51% 32,742 IDEX Corp 5,129,362 1.28% 39,254 John Bean Technologies Corp 4,309,697 1.08% 139,640 Knight-Swift Transportation Holdings Inc Class A 4,656,994 1.16% 29,232 Mercury Systems Inc 2,134,520 0.53% 93,333 SiteOne Landscape Supply Inc 6,281,311 1.57% 57,322 WageWorks Inc 2,796,740 0.70% 201,226 Waste Connections Inc 18,667,736 4.67% 54,574 Woodward Inc 5,943,108 1.49% 75,154,032 18.79%

Information Technology 27.49% (31st October, 2018: 24.76%) 69,050 2U Inc 4,177,525 1.04% 19,036 Appfolio Inc Class A 1,848,586 0.46% 67,559 Aspen Technology Inc 8,236,118 2.06% 21,463 Blackbaud Inc 1,701,801 0.43% 81,143 Blackline Inc 4,144,785 1.04% 23,533 Broadridge Financial Solutions Inc 2,779,953 0.70% 294,568 Evo Payments Inc Class A 8,751,615 2.19% 21,678 Fair Isaac Corp 6,064,421 1.52% 349,361 Genpact Ltd 12,681,804 3.17% 55,376 Guidewire Software Inc 5,897,544 1.47% 26,640 Littelfuse Inc 5,355,972 1.34% 123,660 Marvell Technology Group Ltd 3,093,973 0.77% 19,288 MAXIMUS Inc 1,420,561 0.36% 268,594 Mimecast Ltd 13,835,277 3.46% 4,244 Pagerduty Inc 199,044 0.05% 41,617 Paylocity Holding Corp 4,018,121 1.01% 61,180 PROS Holdings Inc 3,134,863 0.78% 16,496 Ultimate Software Group Inc 5,454,403 1.36% 31,631 WEX Inc 6,651,999 1.66% 121,922 Workiva Inc Class A 6,478,935 1.62%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Smaller Companies Fund (continued) As at 30th April, 2019


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Information Technology 27.49% (31st October, 2018: 24.76%) (continued) 181,464 Zuora Inc Class A 4,010,355 1.00% 109,937,655 27.49% Total Equities* 374,741,263 93.70%

Forward Foreign Currency Contracts 0.00% (31st October, 2018: 0.00%) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain/(Loss) % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Smaller Companies Fund Euro Class A Acc H Shares

EUR€ 156,725 US$ (176,819) 28/05/2019Brown Brothers

Harriman (768) (0.00%)

Brown Advisory US Smaller Companies Fund Sterling Class B Acc H Shares

GBP£ 2,673,048 US$ (3,477,901) 28/05/2019Brown Brothers

Harriman 11,908 0.00% Total Forward Foreign Currency Contracts∞ 11,140 0.00%

Fair Value % of US$ Fund Total Financial Assets at Fair Value through Profit or Loss 374,753,171 93.70%Total Financial Liabilities at Fair Value through Profit or Loss (768) (0.00%) Other Net Assets 25,201,020 6.30% Net Assets Attributable to Holders of Redeemable Participating Shares 399,953,423 100.00% Portfolio Analysis Total Asset % * Transferable securities admitted to an official stock exchange 374,741,263 92.58%∞ OTC financial derivative instruments 11,140 0.00% Total Investments 374,752,403 92.58%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory American Fund As at 30th April, 2019


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Equities


Communication Services 9.12% (31st October, 2018: 8.97%) 799 Alphabet Inc Class A 957,969 1.58% 1,062 Alphabet Inc Class C 1,262,166 2.08% 9,536 Facebook Inc Class A 1,844,262 3.04% 5,288 GCI Liberty Inc Class A 315,271 0.52% 2,059 Loral Space & Communications Inc 75,812 0.12% 2,147 Nexstar Media Group Inc Class A 251,306 0.41% 5,541 Walt Disney Co 758,951 1.25% 13,094 Zynga Inc Class A 74,112 0.12% 5,539,849 9.12%

Consumer Discretionary 14.99% (31st October, 2018: 12.69%) 6,393 Alibaba Group Holding Ltd 1,186,349 1.95% 269 Amazon.com Inc 518,234 0.85% 732 Booking Holdings Inc 1,357,853 2.24% 2,141 Bright Horizons Family Solutions Inc 274,369 0.45% 20,686 CarMax Inc 1,610,612 2.65% 2,753 Carrols Restaurant Group Inc 27,007 0.04% 2,987 Century Casinos Inc 27,182 0.04% 3,331 Chegg Inc 118,750 0.20% 1,809 Choice Hotels International Inc 150,219 0.25% 3,287 Clarus Corp 44,112 0.07% 2,073 Core-Mark Holding Co Inc 75,354 0.12% 7,010 Denny's Corp 130,526 0.22% 3,913 Designer Brands Inc Class A 87,064 0.14% 2,916 Despegar.com Corp 42,545 0.07% 1,772 Dick's Sporting Goods Inc 65,564 0.11% 1,915 Etsy Inc 129,339 0.21% 12,618 Extended Stay America Inc 225,988 0.37% 1,764 Habit Restaurants Inc Class A 18,804 0.03% 9,857 Hudson Ltd Class A 151,206 0.25% 3,206 Lindblad Expeditions Holdings Inc 51,969 0.09% 15,140 Lowe's Cos Inc 1,712,940 2.82% 4,783 MakeMyTrip Ltd 120,580 0.20% 1,140 Murphy USA Inc 97,436 0.16% 3,751 National Vision Holdings Inc 101,277 0.17% 7,395 Regis Corp 138,434 0.23% 1,454 Stitch Fix Inc Class A 38,749 0.06% 5,271 Tile Shop Holdings Inc 25,617 0.04% 7,734 TJX Cos Inc 424,442 0.70% 2,197 TopBuild Corp 156,492 0.26% 9,109,013 14.99%

Consumer Staples 3.20% (31st October, 2018: 3.96%) 1,241 Calavo Growers Inc 118,900 0.20% 601 Casey's General Stores Inc 79,542 0.13% 22,188 Conagra Brands Inc 682,947 1.13% 2,248 Hain Celestial Group Inc 49,051 0.08% 41,825 Nomad Foods Ltd 869,960 1.43% 2,284 Spectrum Brands Holdings Inc 140,626 0.23% 1,941,026 3.20%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory American Fund (continued) As at 30th April, 2019


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Energy 3.98% (31st October, 2018: 4.71%) 1,639 Cactus Inc Class A 59,496 0.10% 7,663 Cimarex Energy Co 526,142 0.86% 44,871 Kinder Morgan Inc 891,587 1.47% 807 Natural Gas Services Group Inc 12,968 0.02% 837 REX American Resources Corp 70,735 0.12% 7,335 Riviera Resources Inc 110,025 0.18% 7,184 Roan Resources Inc 40,733 0.07% 21,306 Suncor Energy Inc 703,098 1.16% 2,414,784 3.98%

Financials 20.06% (31st October, 2018: 22.38%) 7,508 Ameriprise Financial Inc 1,101,949 1.81% 5,458 Ares Capital Corp 98,244 0.16% 3,364 Ares Management Corp Class A 82,250 0.14% 1,547 Assurant Inc 146,965 0.24% 37,414 Bank of America Corp 1,144,120 1.88% 908 BankUnited Inc 33,215 0.05% 9,902 Barings BDC Inc 98,426 0.16% 9,406 Berkshire Hathaway Inc Class B 2,038,374 3.36% 5,168 Capitol Investment Corp IV Class A 53,282 0.09% 2,226 Central Pacific Financial Corp 66,802 0.11% 27,683 Charles Schwab Corp 1,267,328 2.09% 338 ConnectOne Bancorp Inc 7,378 0.01% 1,253 Hamilton Lane Inc Class A 61,222 0.10% 1,646 Howard Bancorp Inc 24,739 0.04% 13,117 JPMorgan Chase & Co 1,522,228 2.51% 28,538 KKR & Co Inc Class A 697,754 1.15% 16,233 MFA Financial Inc 121,910 0.20% 2,978 National Bank Holdings Corp Class A 113,879 0.19% 4,995 National General Holdings Corp 123,127 0.20% 4,340 OceanFirst Financial Corp 109,281 0.18% 4,095 Pacific Premier Bancorp Inc 119,042 0.20% 1,142 Peapack Gladstone Financial Corp 33,038 0.05% 1,307 Primerica Inc 170,289 0.28% 1,085 Prosperity Bancshares Inc 79,899 0.13% 55,562 Regions Financial Corp 862,878 1.42% 2,609 Renasant Corp 94,602 0.16% 4,563 TFS Financial Corp 75,928 0.13% 3,938 TriState Capital Holdings Inc 91,598 0.15% 2,534 Triumph Bancorp Inc 78,579 0.13% 1,457 Virtus Investment Partners Inc 178,643 0.29% 3,261 Waddell & Reed Financial Inc Class A 61,078 0.10% 4,183 Washington Federal Inc 138,625 0.23% 1,952 Webster Financial Corp 103,710 0.17% 23,825 Wells Fargo & Co 1,153,368 1.90% 740 WesBanco Inc 29,837 0.05% 12,183,587 20.06%



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Health Care 8.73% (31st October, 2018: 9.12%) 633 Acceleron Pharma Inc 25,782 0.04% 640 Agios Pharmaceuticals Inc 35,789 0.06% 227 AnaptysBio Inc 16,507 0.03% 3,071 Anthem Inc 807,765 1.33% 2,280 Array Biopharma Inc 51,551 0.08% 1,105 Biohaven Pharmaceutical Holding Co Ltd 66,134 0.11% 442 Blueprint Medicines Corp 33,420 0.06% 5,403 Catalent Inc 242,163 0.40% 1,519 Charles River Laboratories International Inc 213,374 0.35% 1,283 Coherus Biosciences Inc 20,425 0.03% 2,779 Covetrus Inc 91,346 0.15% 8,324 Edwards Lifesciences Corp 1,465,607 2.41% 687 Global Blood Therapeutics Inc 38,060 0.06% 537 HealthEquity Inc 36,382 0.06% 874 Henry Schein Inc 55,988 0.09% 2,498 Integra LifeSciences Holdings Corp 130,371 0.21% 1,111 Magellan Health Inc 77,770 0.13% 4,892 Merck & Co Inc 385,049 0.63% 4,851 NeoGenomics Inc 101,046 0.17% 828 Neurocrine Biosciences Inc 59,815 0.10% 1,794 Providence Service Corp 118,996 0.20% 5,289 UnitedHealth Group Inc 1,232,707 2.03% 5,306,047 8.73%

Industrials 10.06% (31st October, 2018: 9.53%) 3,071 Albany International Corp Class A 227,162 0.37% 2,345 BWX Technologies Inc 119,829 0.20% 6,536 Canadian National Railway Co 606,410 1.00% 251 Continental Building Products Inc 6,438 0.01% 1,174 CRA International Inc 61,142 0.10% 11,743 Delta Air Lines Inc 684,499 1.13% 2,575 Deluxe Corp 115,154 0.19% 1,096 ESCO Technologies Inc 82,200 0.14% 2,871 Federal Signal Corp 82,599 0.14% 2,753 General Dynamics Corp 492,016 0.81% 1,052 Healthcare Services Group Inc 35,610 0.06% 1,131 HEICO Corp 119,354 0.20% 1,589 Hexcel Corp 112,358 0.19% 609 IDEX Corp 95,406 0.16% 730 John Bean Technologies Corp 80,147 0.13% 1,421 Kadant Inc 139,386 0.23% 2,597 Knight-Swift Transportation Holdings Inc Class A 86,610 0.14% 1,462 Lydall Inc 35,980 0.06% 2,449 McGrath RentCorp 151,838 0.25% 538 Mercury Systems Inc 39,285 0.06% 8,501 MRC Global Inc 147,322 0.24% 12,109 Mueller Water Products Inc Class A 129,930 0.21%



33



Industrials 10.06% (31st October, 2018: 9.53%) (continued) 1,789 Simpson Manufacturing Co Inc 113,924 0.19% 1,736 SiteOne Landscape Supply Inc 116,833 0.19% 8,043 Stericycle Inc 469,631 0.77% 3,679 United Rentals Inc 518,445 0.85% 4,924 United Technologies Corp 702,212 1.16% 480 Viad Corp 29,429 0.05% 1,051 WageWorks Inc 51,278 0.08% 3,743 Waste Connections Inc 347,238 0.57% 1,015 Woodward Inc 110,533 0.18% 6,110,198 10.06%

Information Technology 24.40% (31st October, 2018: 22.95%) 1,284 2U Inc 77,682 0.13% 5,443 Accenture PLC Class A 994,273 1.64% 354 Appfolio Inc Class A 34,377 0.06% 6,929 Apple Inc 1,390,442 2.29% 1,257 Aspen Technology Inc 153,241 0.25% 399 Blackbaud Inc 31,637 0.05% 1,509 Blackline Inc 77,080 0.13% 2,245 Broadcom Inc 714,808 1.18% 438 Broadridge Financial Solutions Inc 51,741 0.08% 795 Cabot Microelectronics Corp 100,369 0.16% 1,370 CTS Corp 41,031 0.07% 3,310 EchoStar Corp Class A 131,903 0.22% 5,479 Evo Payments Inc Class A 162,781 0.27% 403 Fair Isaac Corp 112,739 0.18% 6,498 Genpact Ltd 235,877 0.39% 1,030 Guidewire Software Inc 109,695 0.18% 496 Littelfuse Inc 99,721 0.16% 2,300 Marvell Technology Group Ltd 57,546 0.09% 10,312 MasterCard Inc Class A 2,621,723 4.32% 2,490 MAXIMUS Inc 183,388 0.30% 15,233 Microsoft Corp 1,989,430 3.27% 4,932 Mimecast Ltd 254,047 0.42% 79 Pagerduty Inc 3,705 0.01% 761 Paylocity Holding Corp 73,475 0.12% 9,450 PayPal Holdings Inc 1,065,676 1.75% 1,164 PROS Holdings Inc 59,643 0.10% 1,627 SMART Global Holdings Inc 35,371 0.06% 11,173 Taiwan Semiconductor Manufacturing Co Ltd 489,601 0.81% 307 Ultimate Software Group Inc 101,510 0.17% 18,553 Visa Inc Class A 3,050,670 5.02% 588 WEX Inc 123,656 0.20% 2,268 Workiva Inc Class A 120,522 0.20% 3,375 Zuora Inc Class A 74,588 0.12% 14,823,948 24.40%



34



Materials 1.43% (31st October, 2018: 0.40%) 3,711 Dow Inc 210,525 0.35% 11,132 DowDuPont Inc 428,025 0.70% 2,211 Eagle Materials Inc 201,002 0.33% 410 Neenah Inc 27,819 0.05% 867,371 1.43%

Real Estate 1.02% (31st October, 2018: 1.24%) 257 Consolidated-Tomoka Land Co 15,934 0.02% 3,812 Crown Castle International Corp 479,473 0.79% 5,870 Xenia Hotels & Resorts Inc 127,086 0.21% 622,493 1.02%

Utilities 0.08% (31st October, 2018: 0.09%) 5,194 Star Group LP 49,291 0.08% 49,291 0.08% Total Equities* 58,967,607 97.07%

Collective Investment Schemes

Real Estate 0.05% (31st October, 2018: 0.05%) 1,724 Landmark Infrastructure Partners LP 28,050 0.05% 28,050 0.05% Total Collective Investment Schemes* 28,050 0.05%

REIT

Real Estate 1.39% (31st October, 2018: 1.34%) 7,037 Essential Properties Realty Trust Inc 145,525 0.24% 852 PotlatchDeltic Corp 32,938 0.05% 3,276 SBA Communications Corp Class A 667,420 1.10% 845,883 1.39% Total REIT* 845,883 1.39%



35

Forward Foreign Currency Contracts (0.01%) (31st October, 2018: (0.01%)) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund Brown Advisory American Fund Sterling Class B Dis H Shares



Fair Value % of US$ Fund Total Financial Assets at Fair Value through Profit or Loss 59,850,256 98.52% Other Net Assets 896,787 1.48% Net Assets Attributable to Holders of Redeemable Participating Shares 60,747,043 100.00% Portfolio Analysis Total Asset % * Transferable securities admitted to an official stock exchange 59,841,540 98.20%∞ OTC financial derivative instruments 8,716 0.01% Total Investments 59,850,256 98.21%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Equity Growth Fund As at 30th April, 2019


36

Equities


Communication Services 6.13% (31st October, 2018: 9.36%) 20,065 Alphabet Inc Class C 23,846,851 3.36% 208,230 Electronic Arts Inc 19,708,970 2.77% 43,555,821 6.13%

Consumer Discretionary 12.00% (31st October, 2018: 12.68%) 84,247 Alibaba Group Holding Ltd 15,633,716 2.20% 16,938 Amazon.com Inc 32,631,396 4.59% 9,922 Booking Holdings Inc 18,405,211 2.59% 339,746 TJX Cos Inc 18,645,260 2.62% 85,315,583 12.00%

Consumer Staples 7.20% (31st October, 2018: 6.12%) 305,667 Brown-Forman Corp Class B 16,288,995 2.29% 58,397 Costco Wholesale Corp 14,338,215 2.02% 119,551 Estee Lauder Cos Inc Class A 20,540,057 2.89% 51,167,267 7.20%

Health Care 19.09% (31st October, 2018: 21.00%) 177,308 Danaher Corp 23,482,672 3.30% 138,779 DexCom Inc 16,801,974 2.36% 94,292 Edwards Lifesciences Corp 16,601,992 2.34% 47,610 Intuitive Surgical Inc 24,311,094 3.42% 95,153 Thermo Fisher Scientific Inc 26,400,200 3.71% 275,992 Zoetis Inc Class A 28,107,025 3.96% 135,704,957 19.09%

Industrials 11.76% (31st October, 2018: 11.66%) 247,251 BWX Technologies Inc 12,634,526 1.78% 94,119 Cintas Corp 20,437,000 2.87% 266,774 Fortive Corp 23,033,267 3.24% 76,517 Roper Technologies Inc 27,523,165 3.87% 83,627,958 11.76%

Information Technology 34.53% (31st October, 2018: 29.74%) 61,819 Adobe Inc 17,881,146 2.51% 199,613 Amphenol Corp Class A 19,873,470 2.80% 137,080 Autodesk Inc 24,429,027 3.44% 39,071 FleetCor Technologies Inc 10,195,577 1.43% 489,825 Genpact Ltd 17,780,647 2.50% 95,153 Intuit Inc 23,889,112 3.36% 244,838 Microsoft Corp 31,975,843 4.50% 147,937 NXP Semiconductors NV 15,625,106 2.20% 270,246 PayPal Holdings Inc 30,475,641 4.29% 137,868 Salesforce.com Inc 22,796,474 3.21% 185,457 Visa Inc Class A 30,494,695 4.29% 245,416,738 34.53%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Equity Growth Fund (continued) As at 30th April, 2019


37



Materials 3.13% (31st October, 2018: 3.15%) 48,894 Sherwin-Williams Co 22,238,458 3.13% 22,238,458 3.13% Total Equities* 667,026,782 93.84%

REIT

Real Estate 3.63% (31st October, 2018: 3.36%) 126,518 SBA Communications Corp Class A 25,775,512 3.63% 25,775,512 3.63% Total REIT* 25,775,512 3.63%

Forward Foreign Currency Contracts (0.05%) (31st October, 2018: (0.08%)) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain/(Loss) % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Equity Growth Fund Euro Class A Acc H Shares

EUR€ 68,062,333 US$ (76,812,209) 28/05/2019Brown Brothers

Harriman (356,858) (0.05%)

Brown Advisory US Equity Growth Fund Euro Class B Acc H Shares


Harriman (68,430) (0.01%)

Brown Advisory US Equity Growth Fund Euro Class P Acc H Shares


Harriman (27,342) (0.00%)

Brown Advisory US Equity Growth Fund Sterling Class B Dis H Shares


Harriman 85,006 0.01% Total Forward Foreign Currency Contracts∞ (367,624) (0.05%)

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Equity Growth Fund (continued) As at 30th April, 2019


38

Fair Value % of US$ Fund Total Financial Assets at Fair Value through Profit or Loss 692,887,300 97.48%Total Financial Liabilities at Fair Value through Profit or Loss (452,630) (0.06%) Other Net Assets 18,365,751 2.58% Net Assets Attributable to Holders of Redeemable Participating Shares 710,800,421 100.00% Portfolio Analysis

Total Asset

% * Transferable securities admitted to an official stock exchange 692,802,294 97.08%∞ OTC financial derivative instruments (367,624) (0.05%) Total Investments 692,434,670 97.03%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Small Cap Blend Fund As at 30th April, 2019


39

Equities


Communication Services 5.21% (31st October, 2018: 5.74%) 55,044 GCI Liberty Inc Class A 3,281,723 2.26% 22,274 Loral Space & Communications Inc 820,129 0.57% 23,218 Nexstar Media Group Inc Class A 2,717,667 1.87% 131,676 Zynga Inc Class A 745,286 0.51% 7,564,805 5.21%

Consumer Discretionary 16.41% (31st October, 2018: 14.71%) 21,530 Bright Horizons Family Solutions Inc 2,759,069 1.90% 28,107 Carrols Restaurant Group Inc 275,730 0.19% 32,322 Century Casinos Inc 294,130 0.20% 33,502 Chegg Inc 1,194,346 0.82% 18,194 Choice Hotels International Inc 1,510,830 1.04% 33,050 Clarus Corp 443,531 0.31% 22,132 Core-Mark Holding Co Inc 804,498 0.55% 75,846 Denny's Corp 1,412,253 0.97% 42,344 Designer Brands Inc Class A 942,154 0.65% 29,321 Despegar.com Corp 427,793 0.30% 19,178 Dick's Sporting Goods Inc 709,586 0.49% 19,254 Etsy Inc 1,300,415 0.90% 136,529 Extended Stay America Inc 2,445,234 1.68% 17,742 Habit Restaurants Inc Class A 189,130 0.13% 103,840 Hudson Ltd Class A 1,592,906 1.10% 32,239 Lindblad Expeditions Holdings Inc 522,594 0.36% 47,891 MakeMyTrip Ltd 1,207,332 0.83% 12,233 Murphy USA Inc 1,045,555 0.72% 37,841 National Vision Holdings Inc 1,021,707 0.70% 80,018 Regis Corp 1,497,937 1.03% 14,671 Stitch Fix Inc Class A 390,982 0.27% 55,750 Tile Shop Holdings Inc 270,945 0.19% 22,094 TopBuild Corp 1,573,756 1.08% 23,832,413 16.41%

Consumer Staples 2.76% (31st October, 2018: 3.06%) 12,481 Calavo Growers Inc 1,195,804 0.82% 6,039 Casey's General Stores Inc 799,262 0.55% 22,611 Hain Celestial Group Inc 493,372 0.34% 24,714 Spectrum Brands Holdings Inc 1,521,641 1.05% 4,010,079 2.76%

Energy 2.16% (31st October, 2018: 3.04%) 16,481 Cactus Inc Class A 598,260 0.41% 8,736 Natural Gas Services Group Inc 140,388 0.10% 9,051 REX American Resources Corp 764,900 0.53% 79,362 Riviera Resources Inc 1,190,430 0.82% 77,735 Roan Resources Inc 440,757 0.30% 3,134,735 2.16%

Financials 17.66% (31st October, 2018: 17.28%) 59,056 Ares Capital Corp 1,063,008 0.73%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Small Cap Blend Fund (continued) As at 30th April, 2019


40



Financials 17.66% (31st October, 2018: 17.28%) (continued) 33,829 Ares Management Corp Class A 827,119 0.57% 16,738 Assurant Inc 1,590,110 1.10% 9,134 BankUnited Inc 334,122 0.23% 107,119 Barings BDC Inc 1,064,763 0.73% 52,997 Capitol Investment Corp IV Class A 546,399 0.38% 24,084 Central Pacific Financial Corp 722,761 0.50% 3,508 ConnectOne Bancorp Inc 76,580 0.05% 12,597 Hamilton Lane Inc Class A 615,489 0.42% 17,814 Howard Bancorp Inc 267,744 0.18% 175,646 MFA Financial Inc 1,319,101 0.91% 32,217 National Bank Holdings Corp Class A 1,231,978 0.85% 54,045 National General Holdings Corp 1,332,209 0.92% 46,961 OceanFirst Financial Corp 1,182,478 0.81% 44,312 Pacific Premier Bancorp Inc 1,288,150 0.89% 12,357 Peapack Gladstone Financial Corp 357,488 0.25% 14,141 Primerica Inc 1,842,431 1.27% 10,913 Prosperity Bancshares Inc 803,633 0.55% 28,229 Renasant Corp 1,023,584 0.70% 49,375 TFS Financial Corp 821,600 0.57% 42,606 TriState Capital Holdings Inc 991,016 0.68% 28,790 Triumph Bancorp Inc 892,778 0.61% 15,767 Virtus Investment Partners Inc 1,933,192 1.33% 35,287 Waddell & Reed Financial Inc Class A 660,925 0.46% 45,256 Washington Federal Inc 1,499,784 1.03% 19,633 Webster Financial Corp 1,043,101 0.72% 8,002 WesBanco Inc 322,641 0.22% 25,654,184 17.66%

Health Care 9.90% (31st October, 2018: 9.24%) 6,361 Acceleron Pharma Inc 259,083 0.18% 6,435 Agios Pharmaceuticals Inc 359,845 0.25% 2,283 AnaptysBio Inc 166,020 0.11% 22,956 Array BioPharma Inc 519,035 0.36% 11,111 Biohaven Pharmaceutical Holding Co Ltd 664,993 0.46% 4,441 Blueprint Medicines Corp 335,784 0.23% 54,334 Catalent Inc 2,435,250 1.68% 15,274 Charles River Laboratories International Inc 2,145,539 1.48% 12,904 Coherus Biosciences Inc 205,432 0.14% 27,957 Covetrus Inc 918,947 0.63% 6,905 Global Blood Therapeutics Inc 382,537 0.26% 5,399 HealthEquity Inc 365,782 0.25% 8,785 Henry Schein Inc 562,767 0.39% 25,199 Integra LifeSciences Holdings Corp 1,315,136 0.90% 12,016 Magellan Health Inc 841,120 0.58% 48,782 NeoGenomics Inc 1,016,129 0.70% 8,288 Neurocrine Biosciences Inc 598,725 0.41% 19,414 Providence Service Corp 1,287,731 0.89% 14,379,855 9.90%

Industrials 18.90% (31st October, 2018: 19.97%) 32,950 Albany International Corp Class A 2,437,311 1.68%



41



Industrials 18.90% (31st October, 2018: 19.97%) (continued) 23,585 BWX Technologies Inc 1,205,193 0.83% 2,715 Continental Building Products Inc 69,640 0.05% 12,698 CRA International Inc 661,312 0.45% 27,862 Deluxe Corp 1,245,989 0.86% 11,018 ESCO Technologies Inc 826,350 0.57% 31,063 Federal Signal Corp 893,683 0.61% 10,581 Healthcare Services Group Inc 358,167 0.25% 11,374 HEICO Corp 1,200,298 0.83% 15,983 Hexcel Corp 1,130,158 0.78% 6,125 IDEX Corp 959,542 0.66% 7,343 John Bean Technologies Corp 806,188 0.55% 15,374 Kadant Inc 1,508,036 1.04% 26,120 Knight-Swift Transportation Holdings Inc Class A 871,102 0.60% 15,820 Lydall Inc 389,330 0.27% 26,498 McGrath RentCorp 1,642,876 1.13% 5,411 Mercury Systems Inc 395,111 0.27% 91,981 MRC Global Inc 1,594,031 1.10% 131,019 Mueller Water Products Inc Class A 1,405,834 0.97% 19,442 Simpson Manufacturing Co Inc 1,238,067 0.85% 17,458 SiteOne Landscape Supply Inc 1,174,923 0.81% 5,188 Viad Corp 318,076 0.22% 10,840 WageWorks Inc 528,884 0.36% 37,640 Waste Connections Inc 3,491,863 2.40% 10,208 Woodward Inc 1,111,651 0.76% 27,463,615 18.90%

Information Technology 17.55% (31st October, 2018: 15.76%) 12,916 2U Inc 781,418 0.54% 3,561 Appfolio Inc Class A 345,809 0.24% 12,637 Aspen Technology Inc 1,540,577 1.06% 4,015 Blackbaud Inc 318,349 0.22% 15,178 Blackline Inc 775,292 0.53% 4,402 Broadridge Financial Solutions Inc 520,008 0.36% 8,182 Cabot Microelectronics Corp 1,032,977 0.71% 14,823 CTS Corp 443,949 0.31% 35,811 EchoStar Corp Class A 1,427,068 0.98% 55,100 Evo Payments Inc Class A 1,637,021 1.13% 4,055 Fair Isaac Corp 1,134,386 0.78% 65,349 Genpact Ltd 2,372,169 1.63% 10,358 Guidewire Software Inc 1,103,127 0.76% 4,983 Littelfuse Inc 1,001,832 0.69% 23,131 Marvell Technology Group Ltd 578,738 0.40% 26,669 MAXIMUS Inc 1,964,172 1.35% 49,427 Mimecast Ltd 2,545,985 1.75% 7,649 Paylocity Holding Corp 738,511 0.51% 12,207 PROS Holdings Inc 625,487 0.43% 17,604 SMART Global Holdings Inc 382,711 0.26% 3,086 Ultimate Software Group Inc 1,020,386 0.70% 5,917 WEX Inc 1,244,345 0.86% 22,806 Workiva Inc Class A 1,211,911 0.83%



42



Information Technology 17.55% (31st October, 2018: 15.76%) (continued) 33,944 Zuora Inc Class A 750,162 0.52% 25,496,390 17.55%

Materials 1.70% (31st October, 2018: 1.38%) 23,927 Eagle Materials Inc 2,175,204 1.50% 4,434 Neenah Inc 300,847 0.20% 2,476,051 1.70%

Real Estate 1.07% (31st October, 2018: 1.99%) 2,781 Consolidated-Tomoka Land Co 172,422 0.12% 63,516 Xenia Hotels & Resorts Inc 1,375,121 0.95% 1,547,543 1.07%

Utilities 0.37% (31st October, 2018: 0.39%) 56,196 Star Group LP 533,300 0.37% 533,300 0.37% Total Equities 136,092,970 93.69%

REIT

Real Estate 1.31% (31st October, 2018: 1.51%) 75,086 Essential Properties Realty Trust Inc 1,552,778 1.07% 9,222 PotlatchDeltic Corp 356,523 0.24% 1,909,301 1.31% Total REIT 1,909,301 1.31%

Collective Investment Schemes

Real Estate 0.21% (31st October, 2018: 0.19%) 18,653 Landmark Infrastructure Partners LP 303,484 0.21% 303,484 0.21% Total Collective Investment Schemes 303,484 0.21%

Total Financial Assets at Fair Value through Profit or Loss 138,305,755 95.21% Other Net Assets 6,951,316 4.79% Net Assets Attributable to Holders of Redeemable Participating Shares 145,257,071 100.00% All of the above securities are transferable securities listed on a recognised stock exchange and represent 94.42% of Total Assets.

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity Fund As at 30th April, 2019


43

Equities


Communication Services 10.27% (31st October, 2018: 9.83%) 6,807 Alphabet Inc Class A 8,161,321 2.04% 9,044 Alphabet Inc Class C 10,748,613 2.69% 81,233 Facebook Inc Class A 15,710,462 3.93% 47,197 Walt Disney Co 6,464,573 1.61% 41,084,969 10.27%

Consumer Discretionary 14.50% (31st October, 2018: 11.98%) 54,459 Alibaba Group Holding Ltd 10,105,956 2.53% 2,296 Amazon.com Inc 4,423,290 1.10% 6,234 Booking Holdings Inc 11,564,008 2.89% 176,207 CarMax Inc 13,719,477 3.43% 128,964 Lowe's Cos Inc 14,590,987 3.65% 65,884 TJX Cos Inc 3,615,714 0.90% 58,019,432 14.50%

Consumer Staples 3.31% (31st October, 2018: 4.18%) 189,004 Conagra Brands Inc 5,817,543 1.46% 356,273 Nomad Foods Ltd 7,410,479 1.85% 13,228,022 3.31%

Energy 4.51% (31st October, 2018: 5.15%) 65,310 Cimarex Energy Co 4,484,184 1.12% 382,249 Kinder Morgan Inc 7,595,288 1.90% 181,491 Suncor Energy Inc 5,989,203 1.49% 18,068,675 4.51%

Financials 20.61% (31st October, 2018: 23.53%) 63,958 Ameriprise Financial Inc 9,387,116 2.35% 318,700 Bank of America Corp 9,745,846 2.43% 80,119 Berkshire Hathaway Inc Class B 17,362,588 4.34% 235,811 Charles Schwab Corp 10,795,428 2.70% 111,735 JPMorgan Chase & Co 12,966,847 3.24% 205,776 KKR & Co Inc Class A 5,031,223 1.26% 473,291 Regions Financial Corp 7,350,209 1.84% 202,948 Wells Fargo & Co 9,824,713 2.45% 82,463,970 20.61%

Health Care 8.30% (31st October, 2018: 9.01%) 26,161 Anthem Inc 6,881,128 1.72% 70,904 Edwards Lifesciences Corp 12,484,067 3.12% 41,669 Merck & Co Inc 3,279,767 0.82% 45,409 UnitedHealth Group Inc 10,583,476 2.64% 33,228,438 8.30%

Industrials 7.39% (31st October, 2018: 6.28%) 55,673 Canadian National Railway Co 5,165,341 1.29% 100,033 Delta Air Lines Inc 5,830,923 1.46% 23,450 General Dynamics Corp 4,190,984 1.05% 68,417 Stericycle Inc 3,994,869 1.00% 31,339 United Rentals Inc 4,416,292 1.10%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity Fund (continued) As at 30th April, 2019


44



Industrials 7.39% (31st October, 2018: 6.28%) (continued) 41,946 United Technologies Corp 5,981,919 1.49% 29,580,328 7.39%

Information Technology 26.23% (31st October, 2018: 24.88%) 46,365 Accenture PLC Class A 8,469,494 2.12% 59,195 Apple Inc 11,878,661 2.97% 19,123 Broadcom Inc 6,088,763 1.52% 87,836 MasterCard Inc Class A 22,331,425 5.58% 129,756 Microsoft Corp 16,946,133 4.24% 80,495 PayPal Holdings Inc 9,077,421 2.27% 95,178 Taiwan Semiconductor Manufacturing Co Ltd 4,170,700 1.04% 158,041 Visa Inc Class A 25,986,682 6.49% 104,949,279 26.23%

Materials 1.36% (31st October, 2018: 0.09%) 31,609 Dow Inc 1,793,178 0.45% 94,828 DowDuPont Inc 3,646,137 0.91% 5,439,315 1.36%

Real Estate 1.02% (31st October, 2018: 0.98%) 32,474 Crown Castle International Corp 4,084,580 1.02% 4,084,580 1.02% Total Equities* 390,147,008 97.50%

REIT


BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity Fund (continued) As at 30th April, 2019


45

Forward Foreign Currency Contracts 0.01% (31st October, 2018: 0.00%) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Flexible Equity Fund Sterling Class B Acc H Shares


Harriman 14,541 0.00%

Brown Advisory US Flexible Equity Fund Sterling Class B Dis H Shares

GBP£ 750,218 US$ (976,271) 28/05/2019Brown Brothers

Harriman 3,180 0.00%

Brown Advisory US Flexible Equity Fund Sterling Class C Dis H Shares



Fair Value % of US$ Fund Total Financial Assets at Fair Value through Profit or Loss 395,865,612 98.92% Other Net Assets 4,304,481 1.08% Net Assets Attributable to Holders of Redeemable Participating Shares 400,170,093 100.00% Portfolio Analysis Total Asset % * Transferable securities admitted to an official stock exchange 395,832,908 98.77%∞ OTC financial derivative instruments 32,704 0.01% Total Investments 395,865,612 98.78%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory Global Leaders Fund As at 30th April, 2019


46

Equities


Communication Services 13.40% (31st October, 2018: 10.88%) 8,927 Alphabet Inc Class C 10,609,561 5.03% 128,694 CTS Eventim AG & Co KGaA 6,587,823 3.13% 48,330 Electronic Arts Inc 4,574,434 2.17% 130,968 Tencent Holdings Ltd 6,477,614 3.07% 28,249,432 13.40%

Consumer Discretionary 8.06% (31st October, 2018: 7.14%) 3,960 Booking Holdings Inc 7,345,760 3.48% 118,447 Ctrip.com International Ltd 5,217,590 2.48% 80,720 TJX Cos Inc 4,429,914 2.10% 16,993,264 8.06%

Consumer Staples 10.09% (31st October, 2018: 8.66%) 89,821 Brown-Forman Corp Class B 4,786,561 2.27% 42,406 Estee Lauder Cos Inc Class A 7,285,775 3.46% 151,521 Unilever PLC 9,202,446 4.36% 21,274,782 10.09%

Financials 18.42% (31st October, 2018: 17.58%) 714,446 AIA Group Ltd 7,281,251 3.45% 17,562,905 Bank Rakyat Indonesia Persero Tbk PT 5,385,957 2.56% 85,383 Charles Schwab Corp 3,908,834 1.86% 32,130 Deutsche Boerse AG 4,284,800 2.03% 169,724 HDFC Bank Ltd 5,655,006 2.68% 238,260 Hiscox Ltd 5,200,968 2.47% 61,235 JPMorgan Chase & Co 7,106,322 3.37% 38,823,138 18.42%

Health Care 2.50% (31st October, 2018: 2.90%) 29,909 Edwards Lifesciences Corp 5,266,078 2.50% 5,266,078 2.50%

Industrials 15.25% (31st October, 2018: 17.89%) 18,950 3M Co 3,591,214 1.70% 237,443 Atlas Copco AB Class B 6,757,906 3.21% 89,144 Flowserve Corp 4,370,730 2.07% 39,921 Safran SA 5,816,323 2.76% 26,281 Schindler Holding AG 5,581,440 2.65% 86,616 Wolters Kluwer NV 6,040,694 2.86% 32,158,307 15.25%

Information Technology 24.43% (31st October, 2018: 20.90%) 56,251 Cognizant Technology Solutions Corp Class A 4,104,073 1.95% 211,864 Marvell Technology Group Ltd 5,300,837 2.51% 32,180 MasterCard Inc Class A 8,181,443 3.88% 115,576 Microsoft Corp 15,094,226 7.16% 152,248 Taiwan Semiconductor Manufacturing Co Ltd 6,671,508 3.17% 73,893 Visa Inc Class A 12,150,226 5.76% 51,502,313 24.43%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory Global Leaders Fund (continued) As at 30th April, 2019


47



Materials 4.58% (31st October, 2018: 3.68%) 27,550 Ecolab Inc 5,071,404 2.41% 10,081 Sherwin-Williams Co 4,585,141 2.17% 9,656,545 4.58% Total Equities* 203,923,859 96.73%

Forward Foreign Currency Contracts 0.08% (31st October, 2018: (0.07%)) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory Global Leaders Fund Sterling Class C Acc H Shares


Harriman 82,542 0.04%

Brown Advisory Global Leaders Fund Sterling Class M Acc H Shares




BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Mid-Cap Growth Fund As at 30th April, 2019


48

Equities


Communication Services 5.22% (31st October, 2018: 6.75%) 41,537 Electronic Arts Inc 3,931,477 2.25% 22,027 Liberty Broadband Corp Class A 2,167,236 1.24% 30,209 Match Group Inc 1,824,624 1.04% 38,705 Pinterest Inc Class A 1,199,081 0.69% 9,122,418 5.22%

Consumer Discretionary 14.87% (31st October, 2018: 14.26%) 37,604 Aptiv PLC 3,222,663 1.84% 21,162 Bright Horizons Family Solutions Inc 2,711,910 1.55% 17,307 CarMax Inc 1,347,523 0.77% 54,990 Ctrip.com International Ltd 2,422,310 1.39% 20,061 Dollar Tree Inc 2,232,388 1.28% 28,950 Etsy Inc 1,955,283 1.12% 44,369 Farfetch Ltd Class A 1,099,464 0.63% 29,894 Marriott International Inc Class A 4,078,140 2.33% 87,637 National Vision Holdings Inc 2,366,199 1.35% 30,917 Ross Stores Inc 3,019,354 1.73% 28,793 Six Flags Entertainment Corp 1,528,620 0.88% 25,983,854 14.87%

Consumer Staples 2.73% (31st October, 2018: 4.04%) 22,263 Brown-Forman Corp Class B 1,186,395 0.68% 29,029 Calavo Growers Inc 2,781,269 1.59% 10,620 Church & Dwight Co Inc 795,969 0.46% 4,763,633 2.73%

Financials 2.41% (31st October, 2018: 2.72%) 77,489 KKR & Co Inc Class A 1,894,606 1.08% 7,237 Tradeweb Markets Inc Class A 291,289 0.17% 38,076 Webster Financial Corp 2,022,978 1.16% 4,208,873 2.41%

Health Care 16.20% (31st October, 2018: 16.83%) 10,699 Agios Pharmaceuticals Inc 598,288 0.34% 20,769 Array BioPharma Inc 469,587 0.27% 16,520 Biohaven Pharmaceutical Holding Co Ltd 988,722 0.56% 128,152 Catalent Inc 5,743,773 3.29% 17,858 Charles River Laboratories International Inc 2,508,513 1.43% 5,822 Cooper Cos Inc 1,687,914 0.97% 64,745 Covetrus Inc 2,128,168 1.22% 12,902 DexCom Inc 1,562,045 0.89% 19,746 Edwards Lifesciences Corp 3,476,678 1.99% 9,519 Global Blood Therapeutics Inc 527,353 0.30% 19,117 Henry Schein Inc 1,224,635 0.70% 47,752 Integra LifeSciences Holdings Corp 2,492,177 1.43% 15,959 Neurocrine Biosciences Inc 1,152,878 0.66% 13,138 Teleflex Inc 3,759,833 2.15% 28,320,564 16.20%

Industrials 20.41% (31st October, 2018: 21.99%) 35,716 Allegion PLC 3,544,099 2.03% 15,734 AO Smith Corp 827,136 0.47%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Mid-Cap Growth Fund (continued) As at 30th April, 2019


49



Industrials 20.41% (31st October, 2018: 21.99%) (continued) 36,817 BWX Technologies Inc 1,881,349 1.08% 12,115 Cintas Corp 2,630,651 1.51% 20,218 HEICO Corp 2,133,605 1.22% 21,241 Hexcel Corp 1,501,951 0.86% 12,980 IDEX Corp 2,033,447 1.16% 14,239 JB Hunt Transport Services Inc 1,345,301 0.77% 44,920 KAR Auction Services Inc 2,537,082 1.45% 45,471 SiteOne Landscape Supply Inc 3,060,198 1.75% 58,215 TransUnion 4,054,675 2.32% 73,241 Waste Connections Inc 6,794,567 3.89% 30,524 Woodward Inc 3,324,064 1.90% 35,668,125 20.41%

Information Technology 28.95% (31st October, 2018: 25.26%) 21,005 Amphenol Corp Class A 2,091,258 1.20% 16,993 Aspen Technology Inc 2,071,617 1.18% 22,814 Autodesk Inc 4,065,683 2.33% 55,226 Black Knight Inc 3,115,851 1.78% 37,525 Booz Allen Hamilton Holding Corp Class A 2,224,857 1.27% 19,353 Broadridge Financial Solutions Inc 2,286,170 1.31% 6,844 Fair Isaac Corp 1,914,609 1.09% 124,061 Genpact Ltd 4,503,414 2.58% 44,999 GoDaddy Inc Class A 3,667,418 2.10% 22,342 Guidewire Software Inc 2,379,423 1.36% 13,452 Intuit Inc 3,377,259 1.93% 12,036 Jack Henry & Associates Inc 1,794,086 1.03% 8,496 Littelfuse Inc 1,708,121 0.98% 139,873 Marvell Technology Group Ltd 3,499,622 2.00% 94,717 Mimecast Ltd 4,878,873 2.79% 25,253 NXP Semiconductors NV 2,667,222 1.53% 6,923 ServiceNow Inc 1,879,664 1.07% 7,552 WEX Inc 1,588,185 0.91% 7,552 Worldpay Inc Class A 885,170 0.51% 50,598,502 28.95%

Materials 4.86% (31st October, 2018: 4.78%) 90,705 Ball Corp 5,436,858 3.11% 16,599 Ecolab Inc 3,055,544 1.75% 8,492,402 4.86% Total Equities* 167,158,371 95.65%

REIT


BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Mid-Cap Growth Fund (continued) As at 30th April, 2019


50

Forward Foreign Currency Contracts 0.03% (31st October, 2018: (0.03%)) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Mid-Cap Growth Fund Sterling Class C Acc H Shares




BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Sustainable Growth Fund As at 30th April, 2019


51

Equities


Communication Services 4.26% (31st October, 2018: 6.48%) 6,689 Alphabet Inc Class A 8,019,844 4.26% 8,019,844 4.26%

Consumer Discretionary 12.23% (31st October, 2018: 9.52%) 4,873 Amazon.com Inc 9,387,932 4.99% 57,237 Aptiv PLC 4,905,211 2.60% 19,159 Home Depot Inc 3,902,688 2.07% 88,244 TJX Cos Inc 4,842,831 2.57% 23,038,662 12.23%

Health Care 25.33% (31st October, 2018: 24.32%) 71,427 Danaher Corp 9,459,792 5.02% 27,137 Edwards Lifesciences Corp 4,778,012 2.54% 19,541 IDEXX Laboratories Inc 4,533,512 2.41% 16,149 Illumina Inc 5,038,488 2.67% 6,450 Mettler-Toledo International Inc 4,806,927 2.55% 28,857 Thermo Fisher Scientific Inc 8,006,375 4.25% 29,431 UnitedHealth Group Inc 6,859,483 3.64% 34,017 West Pharmaceutical Services Inc 4,210,964 2.25% 47,693,553 25.33%

Industrials 14.37% (31st October, 2018: 15.88%) 73,051 AO Smith Corp 3,840,291 2.04% 66,936 Fortive Corp 5,779,254 3.07% 56,138 JB Hunt Transport Services Inc 5,303,918 2.82% 33,778 Nordson Corp 4,929,899 2.62% 51,026 Verisk Analytics Inc Class A 7,201,810 3.82% 27,055,172 14.37%

Information Technology 34.55% (31st October, 2018: 32.46%) 20,879 Adobe Inc 6,039,251 3.21% 42,187 Aspen Technology Inc 5,143,017 2.73% 36,263 Autodesk Inc 6,462,429 3.43% 33,444 Intuit Inc 8,396,451 4.46% 245,550 Marvell Technology Group Ltd 6,143,661 3.26% 71,812 Microsoft Corp 9,378,647 4.98% 32,924 Monolithic Power Systems Inc 5,126,596 2.72% 27,950 Salesforce.com Inc 4,621,532 2.45% 21,165 Tyler Technologies Inc 4,908,375 2.61% 53,797 Visa Inc Class A 8,845,841 4.70% 65,065,800 34.55%

Materials 3.14% (31st October, 2018: 2.70%) 98,564 Ball Corp 5,907,926 3.14% 5,907,926 3.14% Total Equities* 176,780,957 93.88%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US Sustainable Growth Fund (continued) As at 30th April, 2019


52

REIT


Real Estate 4.82% (31st October, 2018: 5.08%) 46,487 American Tower Corp 9,078,911 4.82% 9,078,911 4.82% Total REIT* 9,078,911 4.82%

Forward Foreign Currency Contracts (0.01%) (31st October, 2018: (0.01%)) Amount Amount UnrealisedCurrency Currency Currency Currency Maturity (Loss) % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Sustainable Growth Fund Euro Class B Acc H Shares


Harriman (23,745) (0.01%) Total Forward Foreign Currency Contracts∞ (23,745) (0.01%)

Fair Value % of US$ Fund Total Financial Assets at Fair Value through Profit or Loss 185,859,868 98.70%Total Financial Liabilities at Fair Value through Profit or Loss (23,745) (0.01%) Other Net Assets 2,469,750 1.31% Net Assets Attributable to Holders of Redeemable Participating Shares 188,305,873 100.00% Portfolio Analysis Total Asset % * Transferable securities admitted to an official stock exchange 185,859,868 97.44%∞ OTC financial derivative instruments (23,745) (0.01%) Total Investments 185,836,123 97.43%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory Latin American Fund As at 30th April, 2019


53

Equities


Consumer Discretionary 18.28% (31st October, 2018: 20.04%) 1,136,713 Alsea SAB de CV 2,541,119 0.75% 539,841 Anima Holding SA 2,746,634 0.82% 936,094 Arezzo Industria e Comercio SA 12,175,358 3.62% 686,071 CVC Brasil Operadora e Agencia de Viagens SA 9,936,490 2.96% 3,308,052 Kroton Educacional SA 8,225,627 2.45% 873,360 Lojas Americanas SA 2,850,988 0.85% 518,313 Lojas Americanas SA Preference 2,077,958 0.62% 3,678,576 Marisa Lojas SA 7,552,099 2.25% 828,804 SACI Falabella 6,118,319 1.82% 921,130 Ser Educacional SA 5,419,517 1.61% 3,067,409 Technos SA 1,799,250 0.53% 61,443,359 18.28%

Consumer Staples 24.65% (31st October, 2018: 21.57%) 5,259,289 Alicorp SAA 17,019,323 5.06% 3,111,974 Ambev SA 14,657,398 4.36% 2,872,020 Grupo Nutresa SA 23,805,810 7.08% 584,685 InRetail Peru Corp 22,802,715 6.79% 431,528 M Dias Branco SA 4,577,096 1.36% 82,862,342 24.65%

Financials 33.49% (31st October, 2018: 33.37%) 2,158,328 B3 SA - Brasil Bolsa Balcao 18,962,638 5.64% 1,059,596 Banco Bradesco SA 9,599,940 2.86% 662,600 BBVA Banco Frances SA 5,314,052 1.58% 1,165,131 Bolsa de Valores de Colombia 4,504,488 1.34% 1,720,535 Bolsas y Mercados Argentinos SA 11,193,544 3.33% 67,221 Credicorp Ltd 15,924,655 4.74% 635,760 Grupo de Inversiones Suramericana SA 7,078,747 2.11% 276,572 Grupo de Inversiones Suramericana SA Preference 2,981,922 0.89% 326,529 Grupo Financiero Galicia SA 7,111,802 2.11% 283,022 Inversiones La Construccion SA 4,947,139 1.47% 2,884,361 Itau Unibanco Holding SA 24,949,723 7.42% 112,568,650 33.49%

Health Care 2.30% (31st October, 2018: 0.00%) 976,344 Fleury SA 5,166,698 1.54% 490,442 Instituto Hermes Pardini SA 2,551,584 0.76% 7,718,282 2.30%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory Latin American Fund (continued) As at 30th April, 2019


54



Industrials 4.47% (31st October, 2018: 9.60%) 3,986,727 EcoRodovias Infraestrutura e Logistica SA 8,245,736 2.45% 1,029,800 Marcopolo SA 782,639 0.23% 1,173,000 Marcopolo SA Preference 1,053,011 0.31% 587,741 Randon SA Implementos e Participacoes 1,274,081 0.38% 374,956 Wilson Sons Ltd 3,681,570 1.10% 15,037,037 4.47%

Information Technology 3.59% (31st October, 2018: 2.26%) 3,542,344 SONDA SA 5,526,119 1.64% 575,397 TOTVS SA 6,537,435 1.95% 12,063,554 3.59%

Materials 3.78% (31st October, 2018: 2.31%) 1,341,201 Cementos Pacasmayo SAA 2,596,004 0.77% 761,313 Loma Negra Cia Industrial Argentina SA 7,613,130 2.27% 3,285,002 Union Andina de Cementos SAA 2,483,745 0.74% 12,692,879 3.78%

Real Estate 5.84% (31st October, 2018: 7.80%) 46,529 Aliansce Shopping Centers SA 225,460 0.07% 1,410,826 Brasil Brokers Participacoes SA 1,957,332 0.58% 1,284,562 Iguatemi Empresa de Shopping Centers SA 12,507,862 3.72% 4,135,432 LPS Brasil Consultoria de Imoveis SA 4,935,814 1.47% 19,626,468 5.84%

Utilities 2.19% (31st October, 2018: 2.18%) 352,259 Equatorial Energia SA 7,375,600 2.19% 7,375,600 2.19%

Total Equities* 331,388,171 98.59%



55

Forward Foreign Currency Contracts 0.00% (31st October, 2018: 0.00%)

Amount Amount UnrealisedCurrency Currency Currency Currency Maturity Gain/(Loss) % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory Latin American Fund Sterling Class B Acc H Shares

GBP£ 1,037,001 US$ (1,348,950) 28/05/2019 Brown Brothers

Harriman 4,910 0.00%

Open Forward Foreign Currency Contracts

GBP£ 15,745 US$ (20,322) 03/05/2019 Brown Brothers

Harriman 211 0.00%


Harriman 33 0.00%


Harriman 29 0.00%


Harriman 13 0.00%

GBP£ 795 US$ (1,026) 03/05/2019 Brown Brothers

Harriman 11 0.00%

GBP£ 401 US$ (518) 03/05/2019 Brown Brothers

Harriman 5 0.00%


Harriman 3 0.00%


Harriman 3 0.00%


Harriman 3 0.00%


Harriman 2 0.00%


Harriman 2 0.00%


Harriman 2 0.00%


Harriman 1 0.00%


Harriman 1 0.00%


Harriman 1 0.00%


Harriman 1 0.00%



56

Forward Foreign Currency Contracts 0.00% (31st October, 2018: 0.00%) (continued)


Open Forward Foreign Currency Contracts (continued)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)

US$ 24 GBP£ (19) 08/05/2019 Brown Brothers

Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)



57





Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)

GBP£ 0 US$ 0 07/05/2019 Brown Brothers

Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)


Harriman 0 (0.00%)

US$ 4,807 GBP£ (3,686) 09/05/2019 Brown Brothers

Harriman (2) (0.00%)









US$ 1,096 GBP£ (848) 07/05/2019 Brown Brothers


US$ 1,286 GBP£ (995) 07/05/2019 Brown Brothers

Harriman (11) (0.00%)


Harriman (18) (0.00%)


Harriman (22) (0.00%)



58





Harriman (28) (0.00%)


Harriman (30) (0.00%)


Harriman (33) (0.00%)


Harriman (34) (0.00%)


Harriman (43) (0.00%)


Harriman (49) (0.00%)


Harriman (54) (0.00%)


Harriman (55) (0.00%)


Harriman (61) (0.00%)


Harriman (67) (0.00%)


Harriman (67) (0.00%)


Harriman (101) (0.00%)


Harriman (124) (0.00%)


Harriman (226) (0.00%) Total Forward Foreign Currency Contracts∞ 4,175 0.00%



59

Fair Value % of

US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 331,393,402 98.59%Total Financial Liabilities at Fair Value through Profit or Loss (1,056) (0.00%) Other Net Assets 4,740,253 1.41% Net Assets Attributable to Holders of Redeemable Participating Shares 336,132,599 100.00% Portfolio Analysis Total Asset % * Transferable securities admitted to an official stock exchange 331,388,171 95.98%∞ OTC financial derivative instruments 4,175 0.00%

Total Investments 331,392,346 95.98%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US All Cap SRI Fund As at 30th April, 2019


60

Equities


Communication Services 7.23% (31st October, 2018: 8.58%) 503 Alphabet Inc Class A 603,077 3.87% 1,115 GCI Liberty Inc Class A 66,476 0.43% 533 Nexstar Media Group Inc Class A 62,387 0.40% 2,877 Walt Disney Co 394,063 2.53% 1,126,003 7.23%

Consumer Discretionary 12.42% (31st October, 2018: 8.99%) 2,792 Alibaba Group Holding Ltd 518,111 3.33% 1,121 Best Buy Co Inc 83,414 0.54% 101 Booking Holdings Inc 187,354 1.20% 1,239 CarMax Inc 96,469 0.62% 1,065 Ctrip.com International Ltd 46,913 0.30% 2,133 Home Depot Inc 434,492 2.79% 2,298 Lowe's Cos Inc 259,996 1.67% 967 Nike Inc Class B 84,932 0.55% 2,849 Starbucks Corp 221,310 1.42% 1,932,991 12.42%

Consumer Staples 3.56% (31st October, 2018: 4.76%) 427 Calavo Growers Inc 40,911 0.26% 4,617 Hain Celestial Group Inc 100,743 0.65% 12,575 Nomad Foods Ltd 261,560 1.68% 2,448 Spectrum Brands Holdings Inc 150,723 0.97% 553,937 3.56%

Financials 13.71% (31st October, 2018: 14.74%) 2,856 Ares Management Corp Class A 69,829 0.45% 1,774 Assurant Inc 168,530 1.08% 14,109 Bank of America Corp 431,453 2.77% 5,734 Charles Schwab Corp 262,503 1.68% 4,205 Cincinnati Financial Corp 404,437 2.60% 464 Erie Indemnity Co Class A 87,844 0.56% 4,712 KKR & Co Inc Class A 115,208 0.74% 1,322 Primerica Inc 172,243 1.11% 17,120 Regions Financial Corp 265,874 1.71% 4,727 Washington Federal Inc 156,653 1.01% 2,134,574 13.71%

BROWN ADVISORY FUNDS PLC STATEMENT OF INVESTMENTS Brown Advisory US All Cap SRI Fund (continued) As at 30th April, 2019


61



Health Care 12.63% (31st October, 2018: 10.25%) 1,139 Acceleron Pharma Inc 46,391 0.30% 1,339 Agios Pharmaceuticals Inc 74,877 0.48% 1,086 Biohaven Pharmaceutical Holding Co Ltd 64,997 0.42% 739 Covetrus Inc 24,291 0.16% 461 DexCom Inc 55,813 0.36% 855 Edwards Lifesciences Corp 150,540 0.97% 1,029 HealthEquity Inc 69,715 0.45% 1,847 Henry Schein Inc 118,319 0.76% 492 IDEXX Laboratories Inc 114,144 0.73% 809 Integra LifeSciences Holdings Corp 42,222 0.27% 3,022 Magellan Health Inc 211,540 1.36% 281 Mettler-Toledo International Inc 209,418 1.34% 1,114 Neurocrine Biosciences Inc 80,475 0.52% 509 Teleflex Inc 145,666 0.93% 368 West Pharmaceutical Services Inc 45,555 0.29% 5,035 Zoetis Inc Class A 512,764 3.29% 1,966,727 12.63%

Industrials 14.10% (31st October, 2018: 11.59%) 1,582 Allegion PLC 156,982 1.01% 2,375 Canadian National Railway Co 220,353 1.42% 1,234 Delta Air Lines Inc 71,930 0.46% 670 Fortive Corp 57,848 0.37% 882 Hexcel Corp 62,366 0.40% 1,809 JB Hunt Transport Services Inc 170,914 1.10% 3,785 Mueller Water Products Inc Class A 40,613 0.26% 1,095 Nordson Corp 159,815 1.03% 739 Roper Technologies Inc 265,818 1.71% 858 TransUnion 59,760 0.38% 2,386 United Rentals Inc 336,235 2.16% 3,607 Waste Connections Inc 334,621 2.15% 2,365 Woodward Inc 257,549 1.65% 2,194,804 14.10%

Information Technology 21.56% (31st October, 2018: 20.39%) 935 Accenture PLC Class A 170,796 1.10% 786 Amphenol Corp Class A 78,254 0.50% 2,403 Apple Inc 482,210 3.10% 293 Autodesk Inc 52,216 0.34%



62



Information Technology 21.56% (31st October, 2018: 20.39%) (continued) 978 Automatic Data Processing Inc 160,773 1.03% 1,159 Broadcom Inc 369,026 2.37% 1,931 EchoStar Corp Class A 76,950 0.49% 1,796 Genpact Ltd 65,195 0.42% 2,172 Marvell Technology Group Ltd 54,343 0.35% 1,018 MasterCard Inc Class A 258,816 1.66% 1,397 MAXIMUS Inc 102,889 0.66% 5,096 Microsoft Corp 665,538 4.27% 1,254 NXP Semiconductors NV 132,448 0.85% 902 PayPal Holdings Inc 101,719 0.65% 2,380 Taiwan Semiconductor Manufacturing Co Ltd 104,292 0.67% 2,931 Visa Inc Class A 481,944 3.10% 3,357,409 21.56%

Materials 5.03% (31st October, 2018: 7.84%) 1,792 Ball Corp 107,413 0.69% 2,232 Linde PLC 402,340 2.59% 600 Sherwin-Williams Co 272,898 1.75% 782,651 5.03%

Real Estate 1.19% (31st October, 2018: 3.21%) 8,558 Xenia Hotels & Resorts Inc 185,281 1.19% 185,281 1.19%

Total Equities 14,234,377 91.43%

REIT

Real Estate 5.68% (31st October, 2018: 4.40%) 2,322 American Tower Corp 453,486 2.91% 1,683 PotlatchDeltic Corp 65,065 0.42% 364 SBA Communications Corp Class A 74,158 0.48% 10,860 Weyerhaeuser Co 291,048 1.87% 883,757 5.68%

Total REIT 883,757 5.68%



63

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 15,118,134 97.11% Other Net Assets 450,346 2.89% Net Assets Attributable to Holders of Redeemable Participating Shares 15,568,480 100.00% All of the above securities are transferable securities listed on a recognised stock exchange and represent 97.02% of Total Assets.

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Smaller Companies Fund For the six months ended 30th April, 2019

64

In accordance with the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations, 2011 (as amended), a statement of changes in the composition of the Statement of Investments during the reporting period is provided to ensure that Shareholders can identify changes in the investments held by the Company. These statements present the aggregate purchases and sales of transferable securities exceeding 1% of the total value of purchases and sales for the period. At a minimum the largest 20 purchases and sales must be given. Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$ 130,952 Covetrus Inc 4,975,359 46,864 Calavo Growers Inc 3,760,733 141,495 Chegg Inc 3,731,933 64,468 Integra LifeSciences Holdings Corp 3,421,804 124,007 Array BioPharma Inc 2,895,614 95,857 National Vision Holdings Inc 2,859,711 61,180 PROS Holdings Inc 2,590,973 43,898 2U Inc 2,507,782 57,322 WageWorks Inc 2,494,307 42,901 SiteOne Landscape Supply Inc 2,444,905 89,113 MakeMyTrip Ltd 2,320,360 79,480 Stitch Fix Inc Class A 2,304,000 118,791 Zuora Inc Class A 2,274,323 59,399 Biohaven Pharmaceutical Holding Co Ltd 2,072,297 194,814 Capitol Investment Corp IV Class A 2,011,671 120,877 Hain Celestial Group Inc 1,990,641 52,219 Mimecast Ltd 1,909,797 23,743 Blueprint Medicines Corp 1,729,521 55,811 Evo Payments Inc Class A 1,434,339 83,432 Hudson Ltd Class A 1,412,465 7,623 Littelfuse Inc 1,374,570 31,444 Catalent Inc 1,196,773 14,978 Neurocrine Biosciences Inc 1,164,995 19,036 Appfolio Inc Class A 1,109,664 6,282 WEX Inc 991,469 271,082 Zynga Inc Class A 988,576 23,882 Blackline Inc 946,468 11,428 Choice Hotels International Inc 846,451 17,933 Global Blood Therapeutics Inc 764,519 15,922 GCI Liberty Inc Class A 713,140

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Smaller Companies Fund (continued) For the six months ended 30th April, 2019

65

Aggregate sales greater than 1% of the total value of sales

Units Security Description Proceeds

US$

152,470 Cogent Communications Holdings Inc 7,600,082 444,222 Welbilt Inc 6,346,445

21,766 Loxo Oncology Inc 5,115,010 38,339 Calavo Growers Inc 3,614,688 61,360 Everbridge Inc 3,463,316 39,358 ESCO Technologies Inc 2,632,240 41,830 PriceSmart Inc 2,551,673 54,218 CoreLogic Inc 2,259,887 41,869 Blackline Inc 2,014,960 25,881 Blackbaud Inc 1,791,419 56,692 BankUnited Inc 1,777,139 22,098 HealthEquity Inc 1,766,077 86,244 ConnectOne Bancorp Inc 1,741,500 21,194 HEICO Corp 1,721,356 49,400 Core-Mark Holding Co Inc 1,636,310 16,508 Paylocity Holding Corp 1,436,716 18,527 Waste Connections Inc 1,431,885 10,660 Casey's General Stores Inc 1,307,778 111,329 Alder Biopharmaceuticals Inc 1,284,294 20,371 Envestnet Inc 1,276,942 25,293 Alarm.com Holdings Inc 1,200,038 13,070 Coupa Software Inc 1,173,614 14,277 Woodward Inc 1,100,197 19,757 Ultragenyx Pharmaceutical Inc 1,023,993 14,168 Mercury Systems Inc 937,500 87,673 Carrols Restaurant Group Inc 908,443 25,053 Healthcare Services Group Inc 791,049 12,098 Mimecast Ltd 640,040

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory American Fund For the six months ended 30th April, 2019

66

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost

US$

4,992 Alibaba Group Holding Ltd 715,506 11,259 DowDuPont Inc 648,990 8,043 Stericycle Inc 460,291 286 Amazon.com Inc 406,430 3,381 Cimarex Energy Co 256,831 1,043 Apple Inc 173,246 6,488 Nomad Foods Ltd 129,589 74 Booking Holdings Inc 126,430 4,262 Conagra Brands Inc 126,301 2,575 Deluxe Corp 114,701 2,503 Covetrus Inc 95,813 3,854 Bank of America Corp 94,428 850 United Rentals Inc 93,140 855 JPMorgan Chase & Co 85,804 4,205 TFS Financial Corp 83,915 886 Lowe's Cos Inc 81,721 371 UnitedHealth Group Inc 81,255 681 Cabot Microelectronics Corp 75,518 2,788 Chegg Inc 72,898 3,908 Hudson Ltd Class A 70,128 872 Calavo Growers Inc 69,740 474 Facebook Inc Class A 68,592 1,880 Dick's Sporting Goods Inc 67,746 1,634 Renasant Corp 61,524 1,120 Integra LifeSciences Holdings Corp 59,361

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory American Fund (continued) For the six months ended 30th April, 2019

67



US$

12,297 Altaba Inc 734,078 4,429 PepsiCo Inc 505,752 2,685 Apple Inc 461,178 2,028 Berkshire Hathaway Inc Class B 403,348 3,628 T Rowe Price Group Inc 373,350 4,303 Occidental Petroleum Corp 308,034 5,199 Wells Fargo & Co 271,204 8,910 eBay Inc 260,596 1,656 Visa Inc Class A 239,810 1,405 Edwards Lifesciences Corp 234,746

920 MasterCard Inc Class A 196,705 1,703 Walt Disney Co 195,379

7,173 Forest City Realty Trust Inc Class A 181,781 9,109 Kinder Morgan Inc 175,536 3,136 Cogent Communications Holdings Inc 156,015

896 Alibaba Group Holding Ltd 151,073 1,359 Microsoft Corp 150,519

834 Facebook Inc Class A 131,539 9,196 Welbilt Inc 131,271 1,289 Lowe's Cos Inc 128,639 1,123 JPMorgan Chase & Co 117,476 3,818 BankUnited Inc 117,445 1,845 CarMax Inc 116,275 1,370 TJX Cos Inc 115,003

439 UnitedHealth Group Inc 111,440 2,470 Charles Schwab Corp 111,134 61 Booking Holdings Inc 109,832

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Equity Growth Fund For the six months ended 30th April, 2019

68

Top twenty aggregate purchases


US$

250,704 Microsoft Corp 26,554,632 305,667 Brown-Forman Corp Class B 14,483,470 18,285 Autodesk Inc 3,025,202 29,105 Electronic Arts Inc 2,540,054 45,316 BWX Technologies Inc 2,004,066 3,429 Intuitive Surgical Inc 1,720,909 11,713 NXP Semiconductors NV 931,041 501 Amazon.com Inc 795,304 1,342 Intuit Inc 334,245 2,193 Visa Inc Class A 329,001 3,426 Zoetis Inc Class A 322,023 3,196 PayPal Holdings Inc 310,623 905 Roper Technologies Inc 291,667 1,125 Thermo Fisher Scientific Inc 284,901 238 Alphabet Inc Class C 277,195 1,496 SBA Communications Corp Class A 276,390 2,096 Danaher Corp 264,090 3,154 Fortive Corp 257,145 1,630 Salesforce.com Inc 255,584 578 Sherwin-Williams Co 245,858

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Equity Growth Fund (continued) For the six months ended 30th April, 2019

69



US$

131,182 Facebook Inc Class A 17,677,435 32,260 Intuit Inc 7,640,823 34,690 Costco Wholesale Corp 7,593,464 23,436 Adobe Inc 5,986,713 62,990 Zoetis Inc Class A 5,680,189 26,625 Salesforce.com Inc 4,026,858 7,864 Intuitive Surgical Inc 3,970,535 24,578 Visa Inc Class A 3,350,770 19,989 DexCom Inc 2,736,061 18,023 Alibaba Group Holding Ltd 2,593,957 16,486 Estee Lauder Cos Inc Class A 2,254,684 1,190 Amazon.com Inc 1,990,911 11,852 Edwards Lifesciences Corp 1,952,963 23,898 Fortive Corp 1,806,659 19,173 PayPal Holdings Inc 1,757,597 6,751 Thermo Fisher Scientific Inc 1,658,424 8,091 FleetCor Technologies Inc 1,618,618 5,428 Roper Technologies Inc 1,610,895 8,976 SBA Communications Corp Class A 1,583,677 1,424 Alphabet Inc Class C 1,561,187 8,432 Cintas Corp 1,536,073 16,667 Electronic Arts Inc 1,504,383 3,468 Sherwin-Williams Co 1,421,744 12,578 Danaher Corp 1,366,763 704 Booking Holdings Inc 1,310,534 14,161 Amphenol Corp Class A 1,265,222 8,424 Autodesk Inc 1,218,918 24,103 TJX Cos Inc 1,188,478 12,815 NXP Semiconductors NV 1,112,197 34,751 Genpact Ltd 1,043,851

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Small Cap Blend Fund For the six months ended 30th April, 2019

70



US$

27,862 Deluxe Corp 1,242,101 28,820 Covetrus Inc 1,100,075 48,636 TFS Financial Corp 970,352 35,422 Chegg Inc 927,463 22,549 Dick's Sporting Goods Inc 816,674 6,981 Cabot Microelectronics Corp 776,350 9,690 Calavo Growers Inc 774,128 42,391 Hudson Ltd Class A 763,774 13,563 Integra LifeSciences Holdings Corp 719,691 9,578 Eagle Materials Inc 687,524 11,452 2U Inc 650,292 20,269 SMART Global Holdings Inc 641,932 16,592 Renasant Corp 622,442 19,652 National Vision Holdings Inc 588,045 24,535 Array BioPharma Inc 571,490 52,997 Capitol Investment Corp IV Class A 547,255 9,393 SiteOne Landscape Supply Inc 538,024 12,207 PROS Holdings Inc 516,929 14,348 Biohaven Pharmaceutical Holding Co Ltd 493,213 25,499 Zuora Inc Class A 487,807 10,840 WageWorks Inc 469,034 18,126 MakeMyTrip Ltd 467,690 29,161 Essential Properties Realty Trust Inc 461,249 15,488 Stitch Fix Inc Class A 451,198 27,643 Hain Celestial Group Inc 448,891 12,573 Mimecast Ltd 436,913 18,348 Lydall Inc 414,752 18,948 TriState Capital Holdings Inc 399,542 5,185 Murphy USA Inc 392,310 20,835 Extended Stay America Inc 376,160 14,342 Peapack Gladstone Financial Corp 375,676 5,135 Blueprint Medicines Corp 372,568 19,387 Xenia Hotels & Resorts Inc 371,799 62,168 Tile Shop Holdings Inc 365,359 31,339 Barings BDC Inc 309,070 1,711 Littelfuse Inc 307,482 5,188 Viad Corp 303,724 7,480 Catalent Inc 280,944 5,573 Spectrum Brands Holdings Inc 278,811

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Small Cap Blend Fund (continued) For the six months ended 30th April, 2019

71



US$

91,948 Forest City Realty Trust Inc Class A 2,329,971 42,557 Cogent Communications Holdings Inc 2,123,111 22,951 Waste Connections Inc 1,835,124 124,749 Welbilt Inc 1,758,514 53,654 BankUnited Inc 1,678,947 24,826 Simpson Manufacturing Co Inc 1,490,750 37,208 EchoStar Corp Class A 1,465,730 19,129 Albany International Corp Class A 1,362,522 42,174 Core-Mark Holding Co Inc 1,358,301

5,826 Loxo Oncology Inc 1,323,600 13,613 Calavo Growers Inc 1,275,104 34,098 PotlatchDeltic Corp 1,253,250 10,420 Bright Horizons Family Solutions Inc 1,250,014 27,514 Mimecast Ltd 1,220,737 48,636 TFS Financial Corp 1,118,708 16,229 ESCO Technologies Inc 1,097,253 22,437 GCI Liberty Inc Class A 1,087,302 11,872 Nexstar Media Group Inc Class A 1,084,973 26,122 Catalent Inc 1,028,687 31,541 Genpact Ltd 980,056 11,615 HEICO Corp 974,800 7,372 Charles River Laboratories International Inc 966,555 17,287 Everbridge Inc 961,617 10,779 Murphy USA Inc 873,362 18,193 Blackline Inc 844,330 53,207 Essential Properties Realty Trust Inc 822,669 15,823 McGrath RentCorp 819,773 46,524 MRC Global Inc 763,505

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Flexible Equity Fund For the six months ended 30th April, 2019

72



US$

42,143 Alibaba Group Holding Ltd 6,125,439 91,779 DowDuPont Inc 5,269,087 68,927 Stericycle Inc 3,944,609 2,337 Amazon.com Inc 3,355,483 31,117 Cimarex Energy Co 2,328,101 13,757 Apple Inc 2,291,245 1,164 Booking Holdings Inc 2,050,813 14,137 Visa Inc Class A 1,973,427 18,414 Lowe's Cos Inc 1,757,520 7,273 UnitedHealth Group Inc 1,755,130 16,548 JPMorgan Chase & Co 1,682,266 7,856 MasterCard Inc Class A 1,626,026 10,836 Facebook Inc Class A 1,623,298 81,345 Nomad Foods Ltd 1,585,060 56,438 Bank of America Corp 1,469,348 7,205 Berkshire Hathaway Inc Class B 1,456,688 50,803 Conagra Brands Inc 1,394,872 11,607 Microsoft Corp 1,234,207 6,414 Edwards Lifesciences Corp 1,075,561 9,207 United Rentals Inc 1,043,999 15,761 CarMax Inc 976,424 21,093 Charles Schwab Corp 944,412 18,154 Wells Fargo & Co 882,528 809 Alphabet Inc Class C 873,734 5,721 Ameriprise Financial Inc 690,562 2,339 Anthem Inc 679,986 37,761 Kinder Morgan Inc 676,248 608 Alphabet Inc Class A 661,545 7,200 PayPal Holdings Inc 657,561 42,336 Regions Financial Corp 648,475 4,148 Accenture PLC Class A 641,038

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Flexible Equity Fund (continued) For the six months ended 30th April, 2019

73



US$

91,552 Altaba Inc 5,465,866 32,975 PepsiCo Inc 3,765,060 29,156 T Rowe Price Group Inc 3,011,329 17,454 Apple Inc 3,008,026 31,560 Occidental Petroleum Corp 2,259,254 10,983 Berkshire Hathaway Inc Class B 2,157,200 66,333 eBay Inc 1,940,721 28,172 Wells Fargo & Co 1,476,129 10,174 Walt Disney Co 1,181,117 6,893 Edwards Lifesciences Corp 1,164,604 51,589 Kinder Morgan Inc 1,011,933 4,834 Alibaba Group Holding Ltd 814,245 7,141 TJX Cos Inc 678,619 4,376 Visa Inc Class A 659,651 2,431 MasterCard Inc Class A 546,019 7,979 CarMax Inc 528,375 3,593 Microsoft Corp 420,469 203 Booking Holdings Inc 365,983 3,499 Lowe's Cos Inc 364,991 2,211 Facebook Inc Class A 362,758

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory Global Leaders Fund For the six months ended 30th April, 2019

74



US$

28,217 Visa Inc Class A 4,026,044 28,998 Microsoft Corp 3,132,765 1,648 Booking Holdings Inc 2,950,439 2,693 Alphabet Inc Class C 2,920,015 67,721 CTS Eventim AG & Co KGaA 2,728,722 94,300 HDFC Bank Ltd 2,680,458 49,121 Unilever PLC 2,642,997 51,577 Brown-Forman Corp Class B 2,464,353 13,965 Estee Lauder Cos Inc Class A 1,984,548 8,982 Schindler Holding AG 1,840,405 11,598 Ecolab Inc 1,816,954 58,027 Ctrip.com International Ltd 1,812,987 29,334 Wolters Kluwer NV 1,782,786 20,219 Electronic Arts Inc 1,752,995 68,236 Atlas Copco AB Class B 1,585,199 40,682 Taiwan Semiconductor Manufacturing Co Ltd 1,566,602 178,400 AIA Group Ltd 1,530,430 34,188 Flowserve Corp 1,492,468 20,734 Cognizant Technology Solutions Corp Class A 1,477,108 18,300 Hoshizaki Corp 1,460,928 7,045 MasterCard Inc Class A 1,449,121 13,398 JPMorgan Chase & Co 1,408,336 10,392 Safran SA 1,327,119 7,753 Edwards Lifesciences Corp 1,233,192 71,399 Marvell Technology Group Ltd 1,222,015 2,926 Sherwin-Williams Co 1,190,493 55,826 Hiscox Ltd 1,150,555 20,533 TJX Cos Inc 1,136,479 26,900 Tencent Holdings Ltd 1,105,469 24,172 Charles Schwab Corp 1,093,732 4,287,300 Bank Rakyat Indonesia Persero Tbk PT 1,084,075

8,215 Deutsche Boerse AG 1,039,571 4,994 3M Co 988,976

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory Global Leaders Fund (continued) For the six months ended 30th April, 2019

75

Top twenty aggregate sales


US$

47,885 Hoshizaki Corp 2,731,185 14,024 Safran SA 1,757,167 23,835 Wolters Kluwer NV 1,500,240 6,526 Edwards Lifesciences Corp 1,059,379 23,151 Ctrip.com International Ltd 1,018,111 18,961 Unilever PLC 1,007,326 3,682,700 Bank Rakyat Indonesia Persero Tbk PT 973,238

20,886 Charles Schwab Corp 877,734 3,424 Schindler Holding AG 719,191 5,976 Electronic Arts Inc 573,652 3,637 Estee Lauder Cos Inc Class A 572,816 14,368 Taiwan Semiconductor Manufacturing Co Ltd 540,258 1,635 Microsoft Corp 179,250 1,045 Visa Inc Class A 153,115 126 Alphabet Inc Class C 143,675 455 MasterCard Inc Class A 100,396 10,100 AIA Group Ltd 96,232 866 JPMorgan Chase & Co 88,776 51 Booking Holdings Inc 86,726 1,900 Tencent Holdings Ltd 84,714

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Mid-Cap Growth Fund For the six months ended 30th April, 2019

76



US$

45,239 KAR Auction Services Inc 2,205,379 56,537 Covetrus Inc 2,191,913 20,061 Dollar Tree Inc 2,134,716 35,894 Integra LifeSciences Holdings Corp 1,943,298 10,031 ServiceNow Inc 1,689,034 30,209 Match Group Inc 1,628,167 8,575 Littelfuse Inc 1,551,504 19,429 Calavo Growers Inc 1,546,384 17,151 Aspen Technology Inc 1,456,534 26,268 SiteOne Landscape Supply Inc 1,419,909 40,294 National Vision Holdings Inc 1,293,072 30,852 Catalent Inc 1,163,720 4,332 Teleflex Inc 1,145,425 44,369 Farfetch Ltd Class A 1,126,094 14,922 Godaddy Inc Class A 990,555 38,705 Pinterest Inc Class A 867,758 10,491 Waste Connections Inc 854,344 15,881 AO Smith Corp 809,926 6,254 Marriott International Inc Class A 717,357 12,741 Ball Corp 681,073 14,342 Black Knight Inc 678,865 11,218 Etsy Inc 610,649 14,445 Mimecast Ltd 596,924 28,964 Marvell Technology Group Ltd 576,071 5,994 Electronic Arts Inc 563,786 16,674 Biohaven Pharmaceutical Holding Co Ltd 559,949 6,784 Neurocrine Biosciences Inc 559,924 17,489 Genpact Ltd 558,853 8,170 TransUnion 530,149 20,769 Array BioPharma Inc 504,921 3,316 Autodesk Inc 491,415 2,817 Edwards Lifesciences Corp 476,034 2,563 SBA Communications Corp Class A 465,698

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Mid-Cap Growth Fund (continued) For the six months ended 30th April, 2019

77



US$

175,834 Welbilt Inc 2,598,319 52,619 Cogent Communications Holdings Inc 2,579,716 22,817 Worldpay Inc Class A 2,573,260 7,383 Cooper Cos Inc 2,080,706 28,390 Church & Dwight Co Inc 1,867,984 29,759 Sensata Technologies Holding NV 1,428,664 34,301 Liberty Media Corp-Liberty SiriusXM Class A 1,333,717 12,401 Calavo Growers Inc 1,154,174 4,672 Loxo Oncology Inc 1,085,095 6,427 Edwards Lifesciences Corp 1,033,492 13,575 Etsy Inc 882,126 11,511 Blackbaud Inc 858,547 12,197 CarMax Inc 789,676 3,108 ServiceNow Inc 748,301 12,907 Six Flags Entertainment Corp 699,312 6,478 HEICO Corp 555,586 3,308 Ecolab Inc 515,927 10,180 Mimecast Ltd 506,902 7,109 Henry Schein Inc 503,665 37,711 Alder Biopharmaceuticals Inc 500,075 3,337 Charles River Laboratories International Inc 476,883 4,751 Waste Connections Inc 352,484 3,640 Lyft Inc Class A 316,887

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Sustainable Growth Fund For the six months ended 30th April, 2019

78



US$

42,780 Aspen Technology Inc 3,703,261 10,977 Illumina Inc 3,358,835 12,647 IDEXX Laboratories Inc 2,581,985 1,199 Amazon.com Inc 1,979,992 39,228 TJX Cos Inc 1,944,712 22,144 Aptiv PLC 1,665,827 10,989 Autodesk Inc 1,634,625 15,906 JB Hunt Transport Services Inc 1,629,497 6,233 UnitedHealth Group Inc 1,505,075 82,385 Marvell Technology Group Ltd 1,464,250 1,132 Alphabet Inc Class A 1,249,402 5,024 Intuit Inc 1,195,196 6,143 American Tower Corp 1,088,167 9,274 West Pharmaceutical Services Inc 1,085,931 4,358 Thermo Fisher Scientific Inc 1,065,509 22,709 AO Smith Corp 1,025,639 4,909 Tyler Technologies Inc 1,000,376 7,826 Nordson Corp 976,952 8,873 Microsoft Corp 941,605 7,588 Danaher Corp 898,927 6,083 Visa Inc Class A 875,097 10,937 Fortive Corp 829,383 6,042 Monolithic Power Systems Inc 790,330 3,170 Adobe Inc 779,055 4,166 Home Depot Inc 734,770 5,266 Verisk Analytics Inc Class A 661,725 3,677 Edwards Lifesciences Corp 616,583 10,247 Ball Corp 554,259 786 Mettler-Toledo International Inc 523,497 3,248 Salesforce.com Inc 474,533

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Sustainable Growth Fund (continued) For the six months ended 30th April, 2019

79



US$

22,922 Red Hat Inc 3,949,056 23,245 Facebook Inc Class A 3,071,806 177,719 Welbilt Inc 2,514,142 20,088 West Pharmaceutical Services Inc 2,098,152 56,178 Marvell Technology Group Ltd 1,377,245 8,153 American Tower Corp 1,367,427 5,623 Adobe Inc 1,349,200 4,360 UnitedHealth Group Inc 1,146,126 4,905 Thermo Fisher Scientific Inc 1,130,939 5,438 Visa Inc Class A 750,459 895 Mettler-Toledo International Inc 658,112 3,920 Edwards Lifesciences Corp 619,916 4,129 Salesforce.com Inc 612,673 4,664 Microsoft Corp 583,805 10,107 AO Smith Corp 541,939 3,056 Monolithic Power Systems Inc 457,877 3,140 Danaher Corp 345,087 1,051 Intuit Inc 237,834 68 Amazon.com Inc 110,866 95 Alphabet Inc Class A 107,275

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory Latin American Fund For the six months ended 30th April, 2019

80

Total aggregate purchases


US$

882,997 Banco Bradesco SA 10,056,968 980,210 Itau Unibanco Holding SA 9,126,898 834,911 Bolsas y Mercados Argentinos SA 8,037,140 2,534,594 EcoRodovias Infraestrutura e Logistica SA 7,364,693 976,344 Fleury SA 5,274,341 1,134,002 Grupo Financiero Banorte SAB de CV 5,101,891 382,725 Loma Negra Cia Industrial Argentina SA 4,283,192 1,242,575 Alicorp SAA 4,173,938 253,711 Arezzo Industria e Comercio SA 3,655,494 356,716 TOTVS SA 2,818,373 539,841 Anima Holding SA 2,708,403 1,341,201 Cementos Pacasmayo SAA 2,626,058 490,442 Instituto Hermes Pardini SA 2,553,514 568,479 Ambev SA 2,492,647 51,362 Grupo Financiero Galicia SA 1,316,276 142,747 Lojas Americanas SA 457,477

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory Latin American Fund (continued) For the six months ended 30th April, 2019

81



US$

1,844,751 Grupo Financiero Banorte SAB de CV 9,947,648 703,982 Wilson Sons Ltd 7,352,569 5,482,670 Marcopolo SA Preference 5,055,798

749,803 Grupo Supervielle SA 4,516,197 1,763,324 Randon SA Implementos e Participacoes 3,902,604

420,245 El Puerto de Liverpool SAB de CV 2,661,348 521,028 Aliansce Shopping Centers SA 2,527,878 2,272,934 Union Andina de Cementos SAA 1,713,704

563,538 Grendene SA 1,225,582 134,305 Grupo Nutresa SA 966,519 76,127 Itau Unibanco Holding SA 813,758 27,342 InRetail Peru Corp 749,373 100,931 B3 SA - Brasil Bolsa Balcao 734,923 3,143 Credicorp Ltd 711,691 60,071 Iguatemi Empresa de Shopping Centers SA 613,391 32,083 CVC Brasil Operadora e Agencia de Viagens SA 501,027 154,696 Kroton Educacional SA 467,867 591,702 Marcopolo SA 463,241 31,910 Arezzo Industria e Comercio SA 414,856 29,730 Grupo de Inversiones Suramericana SA 293,286

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US All Cap SRI Fund For the six months ended 30th April, 2019

82



US$

14,109 Bank of America Corp 402,873 2,563 Alibaba Group Holding Ltd 373,773 1,442 Visa Inc Class A 197,526 2,375 Canadian National Railway Co 194,525 8,777 Nomad Foods Ltd 166,447 5,402 Conagra Brands Inc 165,902 281 Mettler-Toledo International Inc 165,473 8,558 Xenia Hotels & Resorts Inc 155,091 4,727 Washington Federal Inc 144,787 935 Accenture PLC Class A 140,118 509 Teleflex Inc 133,876 2,448 Spectrum Brands Holdings Inc 130,552 4,983 Weyerhaeuser Co 125,819 1,513 Woodward Inc 117,641 1,378 Cincinnati Financial Corp 110,299 1,214 Henry Schein Inc 103,299 1,397 MAXIMUS Inc 97,467 483 MasterCard Inc Class A 96,129 4,617 Hain Celestial Group Inc 82,928 3,718 TFS Financial Corp 80,165 1,931 EchoStar Corp Class A 75,348 63 Alphabet Inc Class A 67,860 464 Erie Indemnity Co Class A 66,076 364 SBA Communications Corp Class A 64,299 1,029 HealthEquity Inc 64,001 1,683 PotlatchDeltic Corp 59,490 2,856 Ares Management Corp 59,097 597 Neurocrine Biosciences Inc 53,059 882 Hexcel Corp 52,379 1,796 Genpact Ltd 51,046 858 TransUnion 50,468 25 Booking Holdings Inc 45,103 533 Nexstar Media Group Inc Class A 44,220

BROWN ADVISORY FUNDS PLC STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US All Cap SRI Fund (continued) For the six months ended 30th April, 2019

83



US$

7,212 Altaba Inc 438,619 6,155 Suntrust Banks Inc 400,142 3,463 Microsoft Corp 363,120 3,018 Ameriprise Financial Inc 361,352 16,597 Conagra Brands Inc 352,051 1,719 Apple Inc 277,581 1,835 Facebook Inc Class A 271,933 1,636 Linde PLC 250,114 1,923 Crown Castle International Corp 214,623 2,693 Henry Schein Inc 206,328

7,457 Forest City Realty Trust Inc Class A 189,035 3,471 Ball Corp 166,913 2,116 PriceSmart Inc 139,352 2,805 Sensata Technologies Holding NV 134,742 3,411 BankUnited Inc 109,364 3,598 eBay Inc 107,030 3,718 TFS Financial Corp 87,256 432 SBA Communications Corp Class A 72,660 1,458 Cogent Communications Holdings Inc 69,241 2,697 Weyerhaeuser Co 68,005 5,576 Coherus Biosciences Inc 64,074 2,852 Xenia Hotels & Resorts Inc 56,641 567 Calavo Growers Inc 52,450

BROWN ADVISORY FUNDS PLC CONDENSED STATEMENT OF FINANCIAL POSITION

The accompanying notes form an integral part of the financial statements. 84

Brown AdvisoryUS Smaller

Companies Fund*As at

30th April,2019US$


Companies FundAs at

31st October, 2018US$

Brown AdvisoryAmerican Fund

As at30th April,

2019US$

Brown Advisory American Fund

As at 31st October,

2018 US$

Brown Advisory US Equity

Growth Fund*As at

30th April, 2019US$


Growth FundAs at


Assets Financial Assets at Fair Value through Profit or Loss 374,753,171 316,442,707 59,850,256 58,677,635 692,887,300 628,348,976Cash at bank 26,934,013 14,185,012 934,916 995,902 19,001,991 17,927,294Debtors - Amounts falling due within one year 3,115,567 6,160,910 158,128 225,525 1,718,188 37,321,487Total Assets 404,802,751 336,788,629 60,943,300 59,899,062 713,607,479 683,597,757 Current Liabilities Financial Liabilities at Fair Value through Profit or Loss (768) (4,899) – (8,729) (452,630) (541,360)Bank Overdraft – – – – – –Creditors - Amounts falling due within one year (4,848,560) (2,649,019) (196,257) (419,010) (2,354,428) (35,708,271)Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (4,849,328) (2,653,918) (196,257) (427,739) (2,807,058) (36,249,631) Net Assets Attributable to Holders of Redeemable Participating Shares (for Financial Reporting Purposes) 399,953,423 334,134,711 60,747,043 59,471,323 710,800,421 647,348,126 Adjustment to fully write off establishment expenses – – – – – – Net Assets Attributable to Holders of Redeemable Participating Shares (for Shareholder Dealing Purposes) 399,953,423 334,134,711 60,747,043 59,471,323 710,800,421 647,348,126

* Total Assets and Total Liabilities of the Fund have been adjusted to include cash of the Fund which is held in a collection account in the name of the Company.

BROWN ADVISORY FUNDS PLC CONDENSED STATEMENT OF FINANCIAL POSITION (continued)


Brown Advisory US Small Cap

Blend Fund As at

30th April, 2019 US$

Brown AdvisoryUS Small Cap

Blend FundAs at


Brown AdvisoryUS Flexible

Equity Fund*As at

30th April, 2019US$

Brown Advisory US Flexible Equity Fund

As at 31st October,

2018 US$

Brown Advisory Global Leaders

Fund*As at

30th April, 2019US$


FundAs at


Assets Financial Assets at Fair Value through Profit or Loss 138,305,755 174,474,191 395,865,612 333,935,531 204,092,545 131,112,846Cash at bank 6,386,908 9,271,189 4,459,128 4,546,128 10,320,970 11,440,985Debtors - Amounts falling due within one year 1,784,444 2,559,909 427,348 539,200 638,016 4,707,894Total Assets 146,477,107 186,305,289 400,752,088 339,020,859 215,051,531 147,261,725 Current Liabilities Financial Liabilities at Fair Value through Profit or Loss – – – (12,914) – (98,995)Bank Overdraft – – – – – –Creditors - Amounts falling due within one year (1,220,036) (1,197,136) (581,995) (916,977) (4,231,422) (873,327)Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (1,220,036) (1,197,136) (581,995) (929,891) (4,231,422) (972,322) Net Assets Attributable to Holders of Redeemable Participating Shares (for Financial Reporting Purposes) 145,257,071 185,108,153 400,170,093 338,090,968 210,820,109 146,289,403 Adjustment to fully write off establishment expenses – 14 – 1,822 6,057 9,323 Net Assets Attributable to Holders of Redeemable Participating Shares (for Shareholder Dealing Purposes) 145,257,071 185,108,167 400,170,093 338,092,790 210,826,166 146,298,726




Brown Advisory US Mid-Cap

Growth Fund* As at


Brown AdvisoryUS Mid-Cap Growth Fund

As at31st October,

2018US$

Brown AdvisoryUS SustainableGrowth Fund*

As at30th April, 2019

US$

Brown Advisory US Sustainable

Growth Fund As at

31st October, 2018 US$

Brown Advisory Latin American

Fund*As at

30th April, 2019US$


FundAs at


Assets Financial Assets at Fair Value through Profit or Loss 170,890,108 127,960,915 185,859,868 143,641,346 331,393,402 298,540,952Cash at bank 4,015,898 991,323 3,619,774 5,212,082 1,844,186 3,040,640Debtors - Amounts falling due within one year 204,711 1,938,539 1,260,827 1,051,457 12,039,191 5,728,974Total Assets 175,110,717 130,890,777 190,740,469 149,904,885 345,276,779 307,310,566 Current Liabilities Financial Liabilities at Fair Value through Profit or Loss – (33,290) (23,745) (13,840) (1,056) (187)Bank Overdraft – (178,705) – (21,518) – (97)Creditors - Amounts falling due within one year (352,669) (889,510) (2,410,851) (919,632) (9,143,124) (6,138,198)Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (352,669) (1,101,505) (2,434,596) (954,990) (9,144,180) (6,138,482) Net Assets Attributable to Holders of Redeemable Participating Shares (for Financial Reporting Purposes) 174,758,048 129,789,272 188,305,873 148,949,895 336,132,599 301,172,084 Adjustment to fully write off establishment expenses 12,612 14,742 12,605 14,741 19,323 21,718 Net Assets Attributable to Holders of Redeemable Participating Shares (for Shareholder Dealing Purposes) 174,770,660 129,804,014 188,318,478 148,964,636 336,151,922 301,193,802




Brown Advisory US All Cap SRI

Fund As at


Brown AdvisoryUS All Cap SRI

Fund*As at


TotalAs at

30th April, 2019**

US$

Total As at

31st October, 2018**

US$ Assets Financial Assets at Fair Value through Profit or Loss 15,118,134 13,869,088 2,569,016,151 2,227,004,187 Cash at bank 461,045 336,726 77,978,829 67,947,281 Debtors - Amounts falling due within one year 2,989 2,575 21,349,409 60,236,470 Total Assets 15,582,168 14,208,389 2,668,344,389 2,355,187,938 Current Liabilities Financial Liabilities at Fair Value through Profit or Loss – – (478,199) (714,214) Bank Overdraft – – – (200,320) Creditors - Amounts falling due within one year (13,688) (28,398) (25,353,030) (49,739,478) Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (13,688) (28,398) (25,831,229) (50,654,012) Net Assets Attributable to Holders of Redeemable Participating Shares (for Financial Reporting Purposes) 15,568,480 14,179,991 2,642,513,160 2,304,533,926 Adjustment to fully write off establishment expenses 20,132 22,438 70,729 84,798 Net Assets Attributable to Holders of Redeemable Participating Shares (for Shareholder Dealing Purposes) 15,588,612 14,202,429 2,642,583,889 2,304,618,724

* Brown Advisory US All Cap SRI Fund launched on 28th August, 2018. ** Total Assets and Total Liabilities of the Fund have been adjusted to include cash of the Fund which is held in a collection account in the name of the Company.



As at 30th April, 2019

Brown Advisory US Smaller Companies Fund Dollar Class A

Acc Shares Dollar Class B

Acc Shares Dollar Class C

Acc Shares Sterling Class B

Dis Shares Sterling Class B

Acc H Shares Euro Class A Acc H Shares

Net Assets US$69,609,435 US$65,535,102 US$257,811,475 US$3,340,353 US$3,481,446 US$175,612 Number of Shares outstanding 2,646,794 2,372,646 11,777,733 137,660 208,132 14,897 Net Asset Value per Share (base currency) US$26.30 US$27.62 US$21.89 US$24.27 US$16.73 US$11.79 Net Asset Value per Share (class currency) US$26.30 US$27.62 US$21.89 GBP18.61 GBP12.83 EUR10.52

Brown Advisory American Fund Dollar Class A

Dis Shares Dollar Class B

Dis Shares Sterling Class A



Dis H Shares Net Assets US$387,066 US$43,738,809 US$1,138,096 US$12,848,984 US$2,634,088 Number of Shares outstanding 15,122 1,877,677 19,084 334,606 93,422 Net Asset Value per Share (base currency) US$25.60 US$23.29 US$59.64 US$38.40 US$28.20 Net Asset Value per Share (class currency) US$25.60 US$23.29 GBP45.74 GBP29.46 GBP21.63

Brown Advisory US Equity Growth Fund Dollar Class A



Dis Shares Dollar Class P


Dis H Shares Euro Class A Acc H Shares

Euro Class B Acc Shares

Euro Class B Acc H Shares

Euro Class P Acc H Shares

Net Assets US$29,970,369 US$87,186,700 US$177,311,932 US$8,026,005 US$26,745,586 US$78,191,378 US$142,479,694 US$15,452,520 US$5,820,575 Number of Shares outstanding 938,073 3,913,003 4,798,901 359,754 810,144 2,770,996 3,538,535 1,315,955 236,867 Net Asset Value per Share (base currency) US$31.95 US$22.28 US$36.95 US$22.31 US$33.01 US$28.22 US$40.27 US$11.74 US$24.57 Net Asset Value per Share (class currency) US$31.95 US$22.28 US$36.95 US$22.31 GBP25.32 EUR25.18 EUR35.93 EUR10.48 EUR21.93

Dollar Class SI

Acc Shares Dollar Class SI

Dis Shares Net Assets US$133,360,658 US$6,255,004Number of Shares outstanding 12,540,003 587,774Net Asset Value per Share (base currency) US$10.63 US$10.64Net Asset Value per Share (class currency) US$10.63 US$10.64




Brown Advisory US Small Cap Blend Fund Dollar Class A

Acc SharesDollar Class B

Acc SharesDollar Class C

Acc SharesSterling Class B

Acc SharesSterling Class B

Dis Shares Net Assets US$5,739,927 US$63,486,461 US$24,942,928 US$35,492,262 US$15,595,493Number of Shares outstanding 393,210 3,571,724 1,516,174 2,308,515 944,028Net Asset Value per Share (base currency) US$14.60 US$17.77 US$16.45 US$15.37 US$16.52Net Asset Value per Share (class currency) US$14.60 US$17.77 US$16.45 GBP11.79 GBP12.67

Brown Advisory US Flexible Equity Fund Dollar Class A



Dis Shares Dollar Class C


Dis Shares Dollar Class M


Acc H Shares Sterling Class B


Dis H Shares Net Assets US$854,887 US$95,367,868 US$6,347,898 US$224,897,260 US$5,722,637 US$34,660,375 US$4,383,502 US$6,765,759 US$987,131Number of Shares outstanding 59,930 5,738,513 453,271 13,175,541 407,767 2,468,365 208,074 374,723 56,258Net Asset Value per Share (base currency) US$14.26 US$16.62 US$14.00 US$17.07 US$14.03 US$14.04 US$21.07 US$18.06 US$17.55Net Asset Value per Share (class currency) US$14.26 US$16.62 US$14.00 US$17.07 US$14.03 US$14.04 GBP16.16 GBP13.85 GBP13.46

Sterling Class C

Dis SharesSterling Class C

Dis H Shares1Sterling Class M

Dis SharesEuro Class B Dis

Shares Net Assets US$5,115,105 US$4,504,915 US$9,304,920 US$1,257,836Number of Shares outstanding 290,340 330,625 527,889 84,529Net Asset Value per Share (base currency) US$17.62 US$13.63 US$17.63 US$14.88Net Asset Value per Share (class currency) GBP13.51 GBP10.45 GBP13.52 EUR13.28

Brown Advisory Global Leaders Fund Dollar Class B

Acc SharesDollar Class C

Acc SharesDollar Class M


Dis Shares Sterling Class C

Acc Shares Sterling Class C

Acc H SharesSterling Class M

Acc H Shares Net Assets US$3,164,249 US$58,383,975 US$42,980,308 US$3,003,177 US$50,143,564 US$26,235,782 US$26,915,111Number of Shares outstanding 264,128 3,778,481 4,023,465 197,032 3,244,379 1,255,170 1,884,615Net Asset Value per Share (base currency) US$11.98 US$15.45 US$10.68 US$15.24 US$15.46 US$20.90 US$14.28Net Asset Value per Share (class currency) US$11.98 US$15.45 US$10.68 GBP11.69 GBP11.85 GBP16.03 GBP10.95

Brown Advisory US Mid Cap Growth Fund Dollar Class B

Acc Shares2 Dollar Class C


Dis SharesSterling Class B

Acc SharesSterling Class C

Acc SharesSterling Class C

Acc H Shares Net Assets US$1,415,276 US$94,706,098 US$2,324,365 US$26,841,461 US$36,123,806 US$13,359,654Number of Shares outstanding 124,600 6,621,230 194,617 1,608,188 2,155,563 786,571Net Asset Value per Share (base currency) US$11.36 US$14.30 US$11.94 US$16.69 US$16.76 US$16.98Net Asset Value per Share (class currency) US$11.36 US$14.30 US$11.94 GBP12.80 GBP12.85 GBP13.03

1Sterling Class C Dis H Shares launched on 1st April, 2019. 2Dollar Class B Acc Shares launched on 2nd November, 2018.




Brown Advisory US Sustainable Growth Fund Dollar Class A


Acc Shares1 Dollar Class B




Dis Shares Euro Class B

Acc Shares Euro Class B Acc H Shares

Net Assets US$4,598,793 US$780,660 US$21,692,185 US$59,166,239 US$66,197,976 US$6,079,327 US$24,349,490 US$5,453,808 Number of Shares outstanding 351,026 67,774 1,637,177 3,831,218 4,977,897 321,852 1,777,585 421,564 Net Asset Value per Share (base currency) US$13.10 US$11.52 US$13.25 US$15.44 US$13.30 US$18.89 US$13.70 US$12.94 Net Asset Value per Share (class currency) US$13.10 US$11.52 US$13.25 US$15.44 US$13.30 GBP14.49 EUR12.22 EUR11.54

Brown Advisory Latin American Fund Dollar Class A

Acc Shares2 Sterling Class B

Acc H Shares3 Dollar Class B


Dis Shares Sterling Class SI

Dis Shares Dollar Class SI

Dis Shares Net Assets US$767,918 US$1,388,664 US$96,480,115 US$17,760,474 US$42,647,388 US$177,107,363 Number of Shares outstanding 83,417 104,750 6,736,742 1,217,634 2,958,860 15,610,374 Net Asset Value per Share (base currency) US$9.21 US$13.26 US$14.32 US$14.59 US$14.41 US$11.35 Net Asset Value per Share (class currency) US$9.21 GBP10.17 US$14.32 GBP11.19 GBP11.06 US$11.35

Brown Advisory US All Cap SRI Fund Dollar Class B

Dis Shares Net Assets US$15,588,612 Number of Shares outstanding 1,514,653 Net Asset Value per Share (base currency) US$10.29 Net Asset Value per Share (class currency) US$10.29

1Dollar Class B Acc Shares launched on 18th January, 2019. 2Dollar Class A Acc Shares launched on 21st February, 2019. 3Sterling Class B Acc H Shares launched on 23rd April, 2019.



As at 31st October, 2018

Brown Advisory US Smaller Companies Fund Dollar Class A





Acc H Shares Euro Class A

Acc H Shares1 Net Assets US$60,485,332 US$49,303,335 US$220,464,115 US$2,201,271 US$1,548,379 US$132,279 Number of Shares outstanding 2,633,433 2,051,514 11,589,638 104,256 107,478 12,499 Net Asset Value per Share (base currency) US$22.97 US$24.03 US$19.02 US$21.11 US$14.41 US$10.58 Net Asset Value per Share (class currency) US$22.97 US$24.03 US$19.02 GBP16.52 GBP11.27 EUR9.34


Dollar Class A Dis Shares

Dollar Class B Dis Shares

Sterling Class A Dis Shares

Sterling Class B Dis Shares

Sterling Class B Dis H Shares

Euro Class A Acc H Shares

Net Assets US$623,650 US$41,508,846 US$1,299,479 US$12,997,516 US$2,933,712 US$108,120 Number of Shares outstanding 26,868 1,965,983 24,029 373,418 115,806 4,993 Net Asset Value per Share (base currency) US$23.21 US$21.11 US$54.08 US$34.81 US$25.33 US$21.65 Net Asset Value per Share (class currency) US$23.21 US$21.11 GBP42.31 GBP27.23 GBP19.82 EUR19.10

Brown Advisory US Equity Growth Fund Dollar Class A



Dis Shares Dollar Class P


Dis H Shares Euro Class A Acc H Shares

Euro Class B Acc Shares

Euro Class B Acc H Shares2

Euro Class PAcc H Shares

Net Assets US$36,718,647 US$71,331,162 US$146,538,943 US$5,637,852 US$18,967,187 US$103,212,586 US$129,667,531 US$10,269,314 US$7,698,658Number of Shares outstanding 1,328,573 3,714,610 4,601,852 291,053 672,608 4,108,626 3,736,603 986,595 350,793Net Asset Value per Share (base currency) US$27.64 US$19.20 US$31.84 US$19.37 US$28.20 US$25.12 US$34.70 US$10.41 US$21.95Net Asset Value per Share (class currency) US$27.64 US$19.20 US$31.84 US$19.37 GBP22.07 EUR22.17 EUR30.63 EUR9.19 EUR19.37

Dollar Class SI

Acc Shares3 Dollar Class SI

Dis Shares4

Net Assets

US$103,485,991 US$13,820,255Number of Shares outstanding

11,299,428 1,507,483Net Asset Value per Share (base currency)

US$9.16 US$9.17Net Asset Value per Share (class currency)

US$9.16 US$9.17 1 Euro Class A Acc H Shares launched on 5th October, 2018. 2 Euro Class B Acc H Shares launched on 19th September, 2018. 3 Dollar Class SI Acc Shares launched on 24th September, 2018. 4 Dollar Class SI Dis Shares launched on 21st September, 2018.




Brown Advisory US Small Cap Blend Fund Dollar Class A





Dis Shares Net Assets US$5,603,270 US$117,818,310 US$19,853,903 US$36,244,542 US$5,588,142Number of Shares outstanding 423,067 7,323,533 1,336,688 2,604,703 370,364Net Asset Value per Share (base currency) US$13.24 US$16.09 US$14.85 US$13.92 US$15.09Net Asset Value per Share (class currency) US$13.24 US$16.09 US$14.85 GBP10.89 GBP11.81

Brown Advisory US Flexible Equity Fund Dollar Class A

Acc Shares Dollar Class A





Dis Shares Dollar Class M


Acc H Shares Net Assets US$727,602 US$293,661 US$66,306,853 US$5,040,228 US$202,915,704 US$5,631,693 US$32,895,795 US$3,794,942Number of Shares outstanding 56,274 23,555 4,418,253 398,556 13,180,349 443,889 2,590,268 201,158Net Asset Value per Share (base currency) US$12.93 US$12.47 US$15.01 US$12.65 US$15.40 US$12.69 US$12.70 US$18.87Net Asset Value per Share (class currency) US$12.93 US$12.47 US$15.01 US$12.65 US$15.40 US$12.69 US$12.70 GBP14.76

Sterling Class B


Dis H Shares Sterling Class C

Dis Shares Sterling Class M

Dis Shares Euro Class B Dis

Shares Net Assets US$5,682,344 US$817,873 US$3,727,933 US$9,209,129 US$1,049,033 Number of Shares outstanding 348,503 52,056 234,065 577,639 78,028 Net Asset Value per Share (base currency) US$16.31 US$15.71 US$15.93 US$15.94 US$13.44 Net Asset Value per Share (class currency) GBP12.76 GBP12.29 GBP12.46 GBP12.47 EUR11.86

Brown Advisory Global Leaders Fund Dollar Class B

Acc Shares1 Dollar Class C

Acc Shares Dollar Class M

Dis Shares2 Sterling Class B

Dis Shares3 Sterling Class C

Acc Shares4 Sterling Class C

Acc H SharesSterling Class M

Acc H Shares5

Net Assets US$3,099,243 US$50,881,240 US$21,821,069 US$506,032 US$34,385,000 US$24,413,204 US$11,192,938Number of Shares outstanding 299,940 3,827,232 2,370,962 38,448 2,585,795 1,369,186 913,406Net Asset Value per Share (base currency) US$10.33 US$13.29 US$9.20 US$13.16 US$13.30 US$17.83 US$12.25Net Asset Value per Share (class currency) US$10.33 US$13.29 US$9.20 GBP10.30 GBP10.41 GBP13.96 GBP9.59

1 Dollar Class B Acc Shares launched on 15th November, 2017. 2 Dollar Class M Dis Shares launched on 19th July, 2018. 3 Sterling Class B Dis Shares launched on 3rd May, 2018. 4 Sterling Class C Acc Shares launched on 23rd February, 2018. 5 Sterling Class M Acc H Shares launched on 26th March, 2018.




Brown Advisory US Mid Cap Growth Fund Dollar Class C





Acc H Shares Net Assets US$76,665,066 US$279,828 US$10,276,875 US$30,645,409 US$11,936,836 Number of Shares outstanding 6,223,021 27,197 713,992 2,123,158 824,014 Net Asset Value per Share (base currency) US$12.32 US$10.29 US$14.39 US$14.43 US$14.49 Net Asset Value per Share (class currency) US$12.32 US$10.29 GBP11.27 GBP11.30 GBP11.34

Brown Advisory US Sustainable Growth Fund Dollar Class A





Dis Shares Euro Class B

Acc Shares3 Euro Class B

Acc H Shares4 Net Assets US$4,051,246 US$19,196,502 US$48,977,275 US$53,559,299 US$1,725,208 US$18,017,352 US$3,437,754 Number of Shares outstanding 361,267 1,699,019 3,723,451 4,728,462 107,113 1,542,327 302,826 Net Asset Value per Share (base currency) US$11.21 US$11.30 US$13.15 US$11.33 US$16.11 US$11.68 US$11.35 Net Asset Value per Share (class currency) US$11.21 US$11.30 US$13.15 US$11.33 GBP12.61 EUR10.31 EUR10.02

Brown Advisory Latin American Fund5 Dollar Class B


Dis Shares5 Sterling Class SI

Dis Shares6 Dollar Class SI

Dis Shares7 Net Assets US$135,064,792 US$30,149,905 US$13,449,804 US$122,529,301 Number of Shares outstanding 9,806,961 2,148,925 973,666 11,267,217 Net Asset Value per Share (base currency) US$13.77 US$14.03 US$13.81 US$10.87 Net Asset Value per Share (class currency) US$13.77 GBP10.98 GBP10.81 US$10.87

Brown Advisory US All Cap SRI Fund8 Dollar Class B

Dis Shares8 Net Assets US$14,202,429 Number of Shares outstanding 1,530,895 Net Asset Value per Share (base currency) US$9.28 Net Asset Value per Share (class currency) US$9.28

1 Dollar Class C Dis Shares launched on 23rd February, 2018. 2 Sterling Class B Acc Shares and Sterling Class C Acc Shares launched on 21st November, 2017. 3 Euro Class B Acc Shares launched on 25th May, 2018. 4 Euro Class B Acc H Shares launched on 17th May, 2018. 5 Brown Advisory Latin American Fund, Sterling Class B Dis Shares and Dollar Class B Dis Shares launched on 30th April, 2018. 6 Sterling Class SI Dis Shares launched on 6th September, 2018. 7 Dollar Class SI Dis Shares launched on 4th September, 2018. 8 Brown Advisory US All Cap SRI Fund and Dollar Class B Dis Shares launched on 28th August, 2018.

BROWN ADVISORY FUNDS PLC CONDENSED STATEMENT OF COMPREHENSIVE INCOME


Brown Advisory US Smaller

Companies Fund


Companies FundBrown Advisory American Fund



Growth Fund


Growth Fund

Six Months

Ended Six Months

EndedSix Months

EndedSix Months

EndedSix Months

EndedSix Months

Ended

30th April,

2019 30th April,

201830th April,

201930th April,

201830th April,

201930th April,

2018 US$ US$ US$ US$ US$ US$ Income 1,033,619 819,560 410,898 411,749 1,816,267 841,291Net gain on Financial Assets at Fair Value through Profit or Loss 50,889,585 9,432,791 5,914,343 3,243,718 97,320,812 40,940,542 Total income 51,923,204 10,252,351 6,325,241 3,655,467 99,137,079 41,781,833 Expenses (1,584,651) (1,575,651) (298,834) (352,233) (3,419,262) (2,111,427) Net income before finance costs 50,338,553 8,676,700 6,026,407 3,303,234 95,717,817 39,670,406 Finance Costs Dividend paid – – (189,209) (16,486) – –Interest expense – – – – – – Profit for the period before taxation 50,338,553 8,676,700 5,837,198 3,286,748 95,717,817 39,670,406 Withholding taxes on dividends (165,184) (161,415) (52,747) (100,891) (459,807) (229,446) Operating Profit 50,173,369 8,515,285 5,784,451 3,185,857 95,258,010 39,440,960 Adjustment to fully write off establishment expenses – – – – – – Increase in Net Assets for the period Attributable to Holders of Redeemable Participating Shares 50,173,369 8,515,285 5,784,451 3,185,857 95,258,010 39,440,960

BROWN ADVISORY FUNDS PLC CONDENSED STATEMENT OF COMPREHENSIVE INCOME (continued)



Blend Fund


Blend Fund

Brown Advisory US Flexible

Equity Fund



Fund


Fund

Six Months

EndedSix Months

EndedSix Months

EndedSix Months

Ended Six Months

EndedSix Months

Ended

30th April,

201930th April,

201830th April,

201930th April,

2018 30th April,

201930th April,

2018 US$ US$ US$ US$ US$ US$ Income 1,024,744 1,191,622 2,551,246 2,271,007 969,898 308,566Net gain on Financial Assets at Fair Value through Profit or Loss 13,682,127 3,300,169 39,521,532 19,968,114 29,022,956 1,046,849 Total income 14,706,871 4,491,791 42,072,778 22,239,121 29,992,854 1,355,415 Expenses (937,511) (1,321,706) (1,321,168) (1,380,178) (537,900) (142,135) Net income before finance costs 13,769,360 3,170,085 40,751,610 20,858,943 29,454,954 1,213,280 Finance Costs Dividend paid (51,941) – (140,358) (466,157) (50,798) –Interest expense – – – – – (286) Profit for the period before taxation 13,717,419 3,170,085 40,611,252 20,392,786 29,404,156 1,212,994 Withholding taxes on dividends 376,333 (261,302) (689,966) (584,760) (193,804) (65,862) Operating Profit 14,093,752 2,908,783 39,921,286 19,808,026 29,210,352 1,147,132 Adjustment to fully write off establishment expenses – (2,556) – (2,710) (3,265) (3,265) Increase in Net Assets for the period Attributable to Holders of Redeemable Participating Shares 14,093,752 2,906,227 39,921,286 19,805,316 29,207,087 1,143,867



Brown AdvisoryUS Mid-Cap

Growth Fund

Brown AdvisoryUS Mid-Cap Growth Fund


Growth Fund


Growth Fund


Fund

Brown Advisory US All Cap SRI

Fund

Six Months

EndedSix Months

EndedSix Months

EndedSix Months

EndedSix Months

EndedSix Months

Ended

30th April,

201930th April,

201830th April,

201930th April,

201830th April,

201930th April,

2019 US$ US$ US$ US$ US$ US$ Income 507,496 167,168 578,330 254,449 4,214,285 99,793Net gain on Financial Assets at Fair Value through Profit or Loss 23,546,744 3,239,626 27,045,323 5,714,987 9,237,480 1,516,304 Total income 24,054,240 3,406,794 27,623,653 5,969,436 13,451,765 1,616,097 Expenses (539,025) (241,180) (619,109) (311,145) (2,414,108) (46,761) Net income before finance costs 23,515,215 3,165,614 27,004,544 5,658,291 11,037,657 1,569,336 Finance Costs Dividend paid – – – – (351,322) (3,521)Interest expense – – – – (600) – Profit for the period before taxation 23,515,215 3,165,614 27,004,544 5,658,291 10,685,735 1,565,815 Withholding taxes on dividends (105,534) (43,016) (152,105) (71,172) (329,699) (25,947) Operating Profit 23,409,681 3,122,598 26,852,439 5,587,119 10,356,036 1,539,868 Adjustment to fully write off establishment expenses (2,130) (2,136) (2,136) (2,136) (2,395) (2,306) Increase in Net Assets for the period Attributable to Holders of Redeemable Participating Shares 23,407,551 3,120,462 26,850,303 5,584,983 10,353,641 1,537,562



Total Total

Six Months

EndedSix Months

Ended

30th April,

201930th April,

2018 US$ US$ Income 13,206,576 6,265,412Net gain on Financial Assets at Fair Value through Profit or Loss 297,697,206 86,886,796 Total income 310,903,782 93,152,208 Expenses (11,718,329) (7,435,655) Net income before finance costs 299,185,453 85,716,553 Finance Costs Dividend paid (787,149) (482,643)Interest expense (600) (286) Profit for the period before taxation 298,397,704 85,233,624 Withholding taxes on dividends (1,798,460) (1,517,864) Operating Profit 296,599,244 83,715,760 Adjustment to fully write off establishment expenses (12,232) (12,803) Increase in Net Assets for the period Attributable to Holders of Redeemable Participating Shares 296,587,012 83,702,957

All recognised gains and losses for both the current and the previous period are included in the Condensed Statement of Comprehensive Income. All amounts arise solely from continuing operations.

BROWN ADVISORY FUNDS PLC CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES



Companies Fund

Brown Advisory US Smaller

Companies Fund Brown Advisory American Fund



Growth Fund


Growth Fund

Six Months

EndedSix Months

Ended Six Months

EndedSix Months

EndedSix Months

EndedSix Months

Ended 30th April, 30th April, 30th April, 30th April, 30th April, 30th April, 2019 2018 2019 2018 2019 2018 US$ US$ US$ US$ US$ US$ Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period 334,134,711 315,289,119 59,471,323 66,833,565 647,348,126 351,527,981 Change in Net Assets Attributable to Holders of Redeemable Participating Shares 50,173,369 8,515,285 5,784,451 3,185,857 95,258,010 39,440,960 Capital transactions Proceeds from Redeemable Participating Shares issued 41,256,443 28,184,264 402,673 482,117 134,228,327 72,950,983Distributions Reinvested – – 4,014 293 – –Cost of Redeemable Participating Shares redeemed (25,611,100) (34,275,532) (4,915,418) (9,731,178) (166,034,042) (59,452,483) Net proceeds from capital transactions 15,645,343 (6,091,268) (4,508,731) (9,248,768) (31,805,715) 13,498,500 Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period 399,953,423 317,713,136 60,747,043 60,770,654 710,800,421 404,467,441

BROWN ADVISORY FUNDS PLC CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES (continued)



Blend Fund

Brown Advisory US Small Cap

Blend Fund

Brown Advisory US Flexible

Equity Fund



Fund


Fund

Six Months

EndedSix Months

Ended Six Months

EndedSix Months

EndedSix Months

EndedSix Months

Ended 30th April, 30th April, 30th April, 30th April, 30th April, 30th April, 2019 2018 2019 2018 2019 2018 US$ US$ US$ US$ US$ US$ Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period 185,108,167 228,627,791 338,092,790 350,503,620 146,298,726 19,252,003 Change in Net Assets Attributable to Holders of Redeemable Participating Shares 14,093,752 2,906,227 39,921,286 19,805,316 29,207,087 1,143,867 Capital transactions Proceeds from Redeemable Participating Shares issued 44,265,519 19,675,675 57,497,566 26,575,928 58,261,352 52,034,917Distributions Reinvested – – – 80 410 –Cost of Redeemable Participating Shares redeemed (98,210,367) (68,502,077) (35,341,549) (68,381,454) (22,941,409) (1,723,377) Net proceeds from capital transactions (53,944,848) (48,826,402) 22,156,017 (41,805,446) 35,320,353 50,311,540 Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period 145,257,071 182,707,616 400,170,093 328,503,490 210,826,166 70,707,410



Brown AdvisoryUS Mid-Cap

Growth Fund

Brown Advisory US Mid-Cap Growth Fund


Growth Fund


Growth Fund


Fund


Fund*

Six Months

EndedSix Months

Ended Six Months

EndedSix Months

EndedSix Months

EndedSix Months

Ended 30th April, 30th April, 30th April, 30th April, 30th April, 30th April, 2019 2018 2019 2018 2019 2018 US$ US$ US$ US$ US$ US$ Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period 129,804,014 37,012,284 148,964,636 61,437,171 301,193,802 – Change in Net Assets Attributable to Holders of Redeemable Participating Shares 23,407,551 3,120,462 26,850,303 5,584,983 10,353,641 – Capital transactions Proceeds from Redeemable Participating Shares issued 36,851,477 44,105,458 30,727,403 25,640,453 113,119,574 431,321,990Distributions Reinvested – – – – 19,529 –Cost of Redeemable Participating Shares redeemed (15,292,382) (2,308,636) (18,223,864) (2,613,474) (88,534,624) – Net proceeds from capital transactions 21,559,095 41,796,822 12,503,539 23,026,979 24,604,479 431,321,990 Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period 174,770,660 81,929,568 188,318,478 90,049,133 336,151,922 431,321,990

* Brown Advisory Latin American Fund launched on 30th April, 2018.



Brown AdvisoryUS All Cap SRI

Fund* Total Total

Six Months

EndedSix Months

Ended Six Months

Ended 30th April, 30th April, 30th April, 2019 2019 2018 US$ US$ US$ Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period 14,202,429 2,304,618,724 1,430,483,534 Change in Net Assets Attributable to Holders of Redeemable Participating Shares 1,537,562 296,587,012 83,702,957 Capital transactions Proceeds from Redeemable Participating Shares issued – 516,610,334 700,971,785Distributions Reinvested 71 24,024 373Cost of Redeemable Participating Shares redeemed (151,450) (475,256,205) (246,988,211) Net proceeds from capital transactions (151,379) 41,378,153 453,983,947 Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period 15,588,612 2,642,583,889 1,968,170,438

* Brown Advisory US All Cap SRI Fund launched on 28th August, 2018.

BROWN ADVISORY FUNDS PLC NOTES TO THE CONDENSED FINANCIAL STATEMENTS For the six months ended 30th April, 2019

102

1 Statement of Accounting Policies

The significant accounting policies adopted by Brown Advisory Funds plc (the “Company”), consisting of the ten sub-funds (the Brown Advisory US Smaller Companies Fund, the Brown Advisory American Fund, the Brown Advisory US Equity Growth Fund, the Brown Advisory US Small Cap Blend Fund, the Brown Advisory US Flexible Equity Fund, the Brown Advisory Global Leaders Fund, the Brown Advisory US Mid-Cap Growth Fund, the Brown Advisory US Sustainable Growth Fund, the Brown Advisory Latin American Fund and the Brown Advisory US All Cap SRI Fund), (the “Funds”), are as follows:

a) Basis of Preparation of Financial Statements The condensed financial statements have been prepared in accordance with accounting standards generally accepted in Ireland and Irish statute comprising the Companies Act 2014, the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011, (as amended) (the “UCITS Regulations”) and the Listing Rules of Euronext Dublin (the Irish Stock Exchange). Accounting standards generally accepted in Ireland in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in Ireland and issued by the Financial Reporting Council (“FRC”).

These unaudited condensed financial statements have been prepared in accordance with FRS 104 and should be read in conjunction with the audited financial statements for the year ended 31st October, 2018. For the audited financial statements for the year ended 31st October, 2018, securities were quoted, listed or traded on an exchange were valued at last traded price for financial reporting purposes.

The condensed financial statements are prepared under the historical cost convention as modified by the revaluation of financial assets and financial liabilities at fair value through profit or loss. Valuation time is 10 p.m. (GMT), on the relevant dealing day.

The format and certain wording of the condensed financial statements have been adapted from those contained in the Companies Act 2014 and FRS 102. The information required to be included in the statement of total recognised gains and losses and reconciliation of movements in shareholders funds, is, in the opinion of the Directors contained in the Condensed Statement of Comprehensive Income and the Condensed Statement of Changes in Net Assets attributable to Holders of Redeemable Participating Shares. The Company has availed of the exemption available to investment funds under FRS 102 not to prepare a cash flow statement.

b) Valuation of Financial Assets and Financial Liabilities at Fair Value through Profit or Loss In accordance with FRS 102, the Company has classified its investments as financial assets or financial liabilities at fair value through profit or loss.

Initial Measurement Purchases and sales of financial instruments are accounted for at trade date for financial statement purposes.

Realised gains and losses on disposals of financial instruments are calculated using the first in first out (FIFO) method for the following sub-funds: the Brown Advisory US Equity Growth Fund, the Brown Advisory US Small Cap Blend Fund, the Brown Advisory US Flexible Equity Fund, the Brown Advisory Global Leaders Fund, the Brown Advisory US Mid-Cap Growth Fund, the Brown Advisory US Sustainable Growth Fund, the Brown Advisory Latin American Fund and the Brown Advisory US All Cap SRI Fund. The remaining sub-funds calculate realised gains and losses on disposals of financial instruments using the average cost method. Financial instruments categorised at fair value through profit or loss, are measured initially at fair value, with transaction costs for such instruments being recognised directly in the Condensed Statement of Comprehensive Income.

Subsequent Measurement After initial measurement, the Company measures financial instruments which are classified at fair value through profit or loss, at their fair values. Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction.

BROWN ADVISORY FUNDS PLC NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued) For the six months ended 30th April, 2019

103

1 Statement of Accounting Policies (continued) b) Valuation of Financial Assets and Financial Liabilities at Fair Value through Profit or Loss (continued)

Subsequent Measurement (continued) The fair value of financial instruments is based on their official quoted market prices on a recognised exchange or sourced from a reputable broker/counterparty in the case of non-exchange traded instruments, at the Statement of Financial Position date without any deduction for estimated future selling costs. Financial Assets are valued at their last quoted market price for pricing purposes and at last traded price for financial reporting purposes.

If a quoted official market price is not available on a recognised stock exchange or from a broker/counterparty, the fair value of the financial instrument may be estimated by the Directors using valuation techniques, including use of recent arm’s length market transactions, reference to the current fair value of another instrument that is substantially the same, discounted cash flow techniques or any other technique that provides a reliable estimate of prices obtained in actual market transactions.

Excluding forward foreign currency contracts, there were no investments valued in this manner as at 30th April, 2019.

Subsequent changes in the fair value of financial instruments at fair value through profit or loss are recognised in the Condensed Statement of Comprehensive Income.

c) Forward Foreign Currency Contracts The Company may enter into forward foreign currency contracts. The fair value of open forward foreign currency contracts is calculated as the difference between the contractual rate and the current forward rate that would close out the contract on the valuation date. Net gains or losses on contracts which have been settled are included in the Condensed Statement of Comprehensive Income. Gains or losses on open forward foreign currency exchange contracts are reported as Financial Assets or Liabilities at Fair Value through Profit or Loss as appropriate in the Condensed Statement of Financial Position. Gains or losses on forward currency contracts are recognised in the Condensed Statement of Comprehensive Income.

During the period ended 30th April, 2019, the Brown Advisory US Smaller Companies Fund, the Brown Advisory American Fund, the Brown Advisory US Equity Growth Fund, the Brown Advisory US Flexible Equity Fund, the Brown Advisory Global Leaders Fund, the Brown Advisory US Mid-Cap Growth Fund, the Brown Advisory US Sustainable Growth Fund and Brown Advisory Latin America Fund utilised forward foreign currency contracts for share class hedging purposes.

d) Cash and Other Liquid Assets Cash and other liquid assets will be valued at their face value together with accrued interest, where applicable, to the valuation point on the relevant dealing day unless, in the opinion of the Directors (in “consultation with” the Investment Manager and the Administrator), any adjustment should be made to reflect the true value thereof.

An umbrella cash collection account is maintained with Brown Brothers Harriman Trustee Services (Ireland) Limited, which has credit ratings of F1, as rated by Fitch, the balance in this account as of 30th April, 2019 is US$(246,150) (31st October, 2018: US$(185,705)).

e) Dividend Policy The Constitution empower the Directors to declare dividends out of the profits of the relevant Fund being: (i) the accumulated revenue (consisting of all revenue accrued including interest and dividends) less expenses and/or (ii) realised and unrealised capital gains on the disposal/valuation of investments and other funds less realised and unrealised accumulated capital losses of the relevant Fund. The Directors may satisfy any dividend due to Shareholders in whole or in part by distributing to them in specie any of the assets of the relevant fund. A Shareholder may require the Company instead of transferring any assets in specie to him, to arrange for a sale of the assets and for payment to the Shareholder of the net proceeds of same. The distributions on the distributing shares are recognised in the Condensed Statement of Comprehensive Income as finance costs when they are declared by the Board of Directors.


104

1 Statement of Accounting Policies (continued)

f) Transaction Costs Transaction costs are the costs incurred in the acquisition, issue or disposal of financial assets and liabilities. Transaction costs include fees and commissions paid to agents, advisers, brokers and dealers, levies by regulatory agencies and securities exchanges, and transfer taxes and duties. Transaction costs do not include debt premiums or discounts, financing costs or internal administrative or holding costs. Transaction costs are recognised on the Condensed Statement of Comprehensive Income under "Expenses". Transaction costs on trades charged by the Depositary are recognised on the Condensed Comprehensive Income Statement under "Expenses".

g) Withholding Taxes

Dividends, interest and capital gains (if any) received on investments made by the Company may be subject to withholding taxes imposed by the country from which the investment income/gains are received and such taxes may not be recoverable by the Company or its Shareholders.

Dividend and interest income is shown gross of any non-recoverable withholding taxes, which are disclosed separately in the Condensed Statement of Comprehensive Income, net of any tax credits.

2 Financial Risk Management Strategy in Using Financial Instruments As an investment company, Brown Advisory Funds plc invests in equities and other investments so as to achieve its investment objectives. The objective of the Funds, except for the Brown Advisory Global Leaders Fund and the Brown Advisory Latin American Fund, is to achieve capital appreciation by investing primarily in US equities. The objective of the Brown Advisory Global Leaders Fund is to achieve capital appreciation by investing primarily in global equities. The objective of Brown Advisory Latin American Fund is to achieve capital growth by investing primarily in shares of Latin American companies. In pursuing its investment objective, the Company is exposed to a variety of financial risks: market risk (including market price risk, currency risk and interest rate risk), credit risk and liquidity risk that could result in a reduction in the Company’s net assets. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Funds’ financial performance. The risks and the Directors’ approach to the management of the risks are as follows: Market Risk The fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. This market risk comprises three elements: market price risk, currency risk and interest rate risk. The Board of Directors reviews and agrees policies for managing these risks. The policies have remained substantially unchanged from those applying at the prior period end. The Company’s Investment Manager assesses the exposure to market risk when making each investment decision, and monitors the overall level of market risk on the whole of the investment portfolios on an ongoing basis. The Company calculates its global risk exposure by using the commitment approach. Currency forwards will be used for hedging purposes only. Due to foreign exchange rate changes, changes to market values of underlying cash securities, or portfolio subscriptions/redemptions modest levels of inadvertent exposure may arise from time to time. In this case, the global exposures will be measured using the commitment approach based on the market value of the underlying assets i.e. the notional value of the currency leg(s). Exposures will be monitored on spreadsheets as at each valuation point. Market Price Risk Market price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices.


105

2 Financial Risk Management (continued)

Market Risk (continued) Market Price Risk (continued) The Company’s assets consist principally of quoted equities, the values of which are determined by market forces. All security investments present a risk of loss of capital. The Investment Manager moderates this risk through a careful selection of securities within specified limits. The maximum risk resulting from financial instruments is determined by the fair value of the financial instruments.

The Board of Directors manages the market price risks inherent in the investment portfolios by ensuring full and timely access to relevant information from the Investment Manager. The Board of Directors meets regularly and at each meeting reviews investment performance and overall market positions. They monitor the Investment Manager’s compliance with the Company’s objectives. An analysis of each Fund’s investment portfolios is shown in the Statement of Investments. This shows the majority of the investments’ value is in equity securities of US companies. Accordingly, there is a concentration of exposure to that country, though it is recognised that an investment’s country of domicile or of listing does not necessarily equate to its exposure to the economic conditions in that country.

Currency Risk Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.

Most of the financial assets and financial liabilities of each Fund are denominated in the functional currency of the Fund, with the effect that the Company has no significant exposure to foreign currency risk. As such, no sensitivity analysis is disclosed.

In accordance with Company policy, the Investment Manager monitors the Company’s currency position on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material events.

Interest Rate Risk The majority of the Funds financial assets and liabilities are non-interest bearing. As a result, the Company is not subject to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates. Any excess cash and cash equivalents are invested at short-term market interest rates. In accordance with Company policy, the Investment Manager monitors the Funds’ overall interest sensitivity on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material events. Credit Risk The Company takes on exposure to credit risk, which is the risk that a counterparty or issuer will be unable to pay amounts in full when due.

The majority of the Funds’ financial assets are non-interest bearing equity securities. As a result, they are not subject to significant amounts of credit risk.

Credit risk is managed, in part, by the Funds’ investment restrictions, including that, subject to other provisions set forth in the Prospectus:

(a) each Fund may not invest more than 10% of Net Assets in transferable securities or money market instruments issued by the same body provided that;

(b) the total value of transferable securities and money market instruments held in the issuing bodies in each of which it invests more than 5%, is less than 40%.

All transactions in listed securities are settled in a timely manner. The risk of default is considered minimal.


106


Credit Risk (continued) For cash accounts, funds deposited are liabilities of the banks, creating a debtor-creditor relationship between the bank and the Company. Cash accounts opened on the books of Brown Brothers Harriman & Co. are obligations of Brown Brothers Harriman & Co., while cash accounts opened on the books of a sub-custodian (agency accounts) are obligations of the sub-custodian. Accordingly, while Brown Brothers Harriman & Co. is responsible for exercising reasonable care in the administration of agency cash accounts, it is not liable for their repayment in the event the sub-custodian, by reason of its bankruptcy, insolvency or otherwise, fails to make repayment.

All cash at bank balances at the period end are held with Brown Brothers Harriman & Co., or with third party institutions approved by the Company on overnight deposit, or directly with a sub-custodian. Brown Brothers Harriman & Co. performs both initial and ongoing due diligence on the sub-custodians in its global depositary network. Such reviews include an assessment of the sub-custodian’s financial strength and general reputation and standing and, at a minimum, meet the due diligence requirements established by applicable law. The financial analysis is focused on the sub-custodian bank’s capital adequacy, asset quality, financial flexibility and strength, management expertise, earnings, and liquidity as key indicators of its financial standing in the market. These reviews are not audits. In accordance with Company policy, the Investment Manager monitors the Funds’ credit position on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material events. There were no material changes to the Company’s policies and processes for managing credit risk and the methods used to measure risk since the period end. Liquidity Risk Liquidity risk is the risk that an entity will encounter difficultly in meeting obligations associated with financial liabilities. The Funds are exposed to daily cash redemptions of Redeemable Participating Shares. The Funds invest the majority of their assets in equities that are traded in an active market and can be readily disposed of. The Funds’ listed securities are considered readily realisable as they are listed on a recognised stock exchange. In accordance with Company policy, the Investment Manager monitors the Funds’ liquidity position on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material event. There were no material changes to the Company’s policies and processes for managing liquidity risk and the methods used to measure risk since the period end.

Fair Value Estimation FRS 102 on “Fair Value Disclosure” requires disclosure relating to the fair value hierarchy in which fair value measurements are categorised for assets and liabilities. The disclosures are based on a three-level fair value hierarchy for the inputs used in valuation techniques to measure fair value. Amendments were made to this FRS, revising the disclosure requirements for financial institutions. An entity shall apply these amendments for accounting periods beginning on or after 1 January 2017. The Company has classified fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements.

The fair value hierarchy has the following levels:

(i) Level 1: Investments, whose values are based on quoted market prices in active markets, and therefore are classified within level 1, include active listed equities. Quoted prices for these instruments are not adjusted.


107


Fair Value Estimation (continued)

(ii) Level 2: Financial instruments that trade in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within level 2. These include over-the-counter traded derivatives. As level 2 investments include positions that are not traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability, which are generally based on available market information.

(iii) Level 3: Investments classified within level 3 have significant unobservable inputs, as they trade infrequently. Pricing inputs are unobservable for the investment and includes situations where there is little, if any, market activity for the instrument. The inputs into the determination of fair value require significant management judgement or estimation. As observable prices are not available for these securities, a Fund would use valuation techniques to derive the fair value. The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the financial asset or liability.

The determination of what constitutes ‘observable’ requires significant judgement by the Directors in consultation with the Investment Adviser. The Directors consider observable data to be that market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The following tables provide an analysis within the fair value hierarchy of the Funds’ financial assets and liabilities measured at fair value at 30th April, 2019 and 31st October, 2018:

Brown Advisory US Smaller Companies Fund, 30th April, 2019

Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets

Equities 374,741,263 – – 374,741,263Forward Foreign Currency Contracts – 11,908 – 11,908

Total Financial Assets 374,741,263 11,908 – 374,753,171 Financial Liabilities

Forward Foreign Currency Contracts – (768) – (768)

Total Financial Liabilities – (768) – (768) 374,741,263 11,140 – 374,752,403


108


Fair Value Estimation (continued) Brown Advisory US Smaller Companies Fund, 31st October, 2018 Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets

Equities 316,442,707 – – 316,442,707Total Financial Assets 316,442,707 – – 316,442,707 Financial Liabilities

Forward Foreign Currency Contracts – (4,899) – (4,899)

Total Financial Liabilities – (4,899) – (4,899) 316,442,707 (4,899) – 316,437,808

Brown Advisory American Fund, 30th April, 2019 Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets

Equities 58,967,607 – – 58,967,607Collective Investment Schemes 28,050 – – 28,050REIT 845,883 – – 845,883Forward Foreign Currency Contracts – 8,716 – 8,716

Total Financial Assets 59,841,540 8,716 – 59,850,256

59,841,540 8,716 – 59,850,256


109



Brown Advisory American Fund, 31st October, 2018


Equities 57,117,600 – – 57,117,600Collective Investment Schemes 766,182 – – 766,182REIT 793,853 – – 793,853

Total Financial Assets 58,677,635 – – 58,677,635 Financial Liabilities



Brown Advisory US Equity Growth Fund, 30th April, 2019


Equities 667,026,782 – – 667,026,782REIT 25,775,512 – – 25,775,512Forward Foreign Currency Contracts – 85,006 – 85,006





110


Fair Value Estimation (continued) Brown Advisory US Equity Growth Fund, 31st October, 2018


Equities 606,618,520 – – 606,618,520 REIT 21,730,456 – – 21,730,456

Total Financial Assets 628,348,976 – – 628,348,976

Financial Liabilities



Brown Advisory US Small Cap Blend Fund 30th April, 2019


Equities 136,092,970 – – 136,092,970Collective Investment Schemes 303,484 – – 303,484REIT 1,909,301 – – 1,909,301


138,305,755 – – 138,305,755


111


Fair Value Estimation (continued) Brown Advisory US Small Cap Blend Fund, 31st October, 2018


Equities 171,333,268 – – 171,333,268REIT 2,793,048 – – 2,793,048Collective Investment Schemes 347,875 – – 347,875

Total Financial Assets 174,474,191 – – 174,474,191 174,474,191 – – 174,474,191

Brown Advisory US Flexible Equity Fund, 30th April, 2019




395,832,908 32,704 – 395,865,612


112


Fair Value Estimation (continued) Brown Advisory US Flexible Equity Fund, 31st October, 2018


Equities 324,266,406 – – 324,266,406Collective Investment Schemes 5,422,703 – – 5,422,703REIT 4,246,422 – – 4,246,422




Total Financial Liabilities – (12,914) – (12,914)

333,935,531 (12,914) – 333,922,617

Brown Advisory Global Leaders Fund, 30th April, 2019




203,923,859 168,686 – 204,092,545


113


Fair Value Estimation (continued) Brown Advisory Global Leaders Fund, 31st October, 2018


Equities 131,112,846 – – 131,112,846Total Financial Assets 131,112,846 – – 131,112,846




Brown Advisory US Mid-Cap Growth Fund, 30th April, 2019




170,844,662 45,446 – 170,890,108


114


Fair Value Estimation (continued) Brown Advisory US Mid-Cap Growth Fund, 31st October, 2018


Equities 125,415,008 – – 125,415,008REIT 2,545,907 – – 2,545,907





Brown Advisory US Sustainable Growth Fund, 30th April, 2019


Equities 176,780,957 – – 176,780,957REIT 9,078,911 – – 9,078,911

Total Financial Assets 185,859,868 – – 185,859,868 Financial Liabilities




115


Fair Value Estimation (continued) Brown Advisory US Sustainable Growth Fund, 31st October, 2018


Equities 136,085,028 – – 136,085,028REIT 7,556,318 – – 7,556,318


Financial Liabilities Forward Foreign Currency Contracts – (13,840) – (13,840)

Total Financial Liabilities – (13,840) – (13,840)

143,641,346 (13,840) – 143,627,506

Brown Advisory Latin American Fund, 30th April, 2019 Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets




Total Financial Liabilities – (1,056) – (1,056) 331,388,171 4,175 – 331,392,346


116


Fair Value Estimation (continued) Brown Advisory Latin American Fund, 31st October, 2018* Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets

Equities 298,537,575 – – 298,537,575Rights 2,919 – – 2,919Forward Foreign Currency Contracts – 458 – 458

Total Financial Assets 298,540,494 458 – 298,540,952

Financial Liabilities Forward Foreign Currency Contracts – (187) – (187)

Total Financial Liabilities – (187) – (187)

298,540,494 271 – 298,540,765

Brown Advisory US All Cap SRI Fund, 30th April, 2019 Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets

Equities 14,234,377 – – 14,234,377REIT 883,757 – – 883,757


15,118,134 – – 15,118,134 * Brown Advisory Latin American Fund launched on 30th April, 2018.


117



Brown Advisory US All Cap SRI Fund, 31st October, 2018* Quoted Prices in Significant other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Level 1 Level 2 Level 3 Total US$ US$ US$ US$Financial Assets

Equities 12,811,309 – – 12,811,309Collective Investment Schemes 433,441 – – 433,441REIT 624,338 – – 624,338


13,869,088 – – 13,869,088

There were no securities valued as level 3 as at 30th April, 2019 or 31st October, 2018.

There were no transfers between levels during the periods ended 30th April, 2019 or 31st October, 2018.

* Brown Advisory US All Cap SRI Fund launched on 28th August, 2018.


118

3 Related Parties Transactions

Under FRS 102: “Related Party Disclosure”, parties are related if any party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.

Mr. David M. Churchill is the Chief Operating Officer and Chief Financial Officer of the Investment Manager. Mr. Brett D. Rogers is General Counsel and Chief Compliance Officer of the Investment Manager. The Investment Manager earned a fee of US$9,021,195 for the six months ended 30th April, 2019 (30th April, 2018: US$5,473,675). For the six months ended 30th April, 2019 Mr. David M. Churchill and Mr. Clinton R. Daly waived their fees as Directors of Brown Advisory Funds plc. The following Directors, who are connected with the Investment Manager, namely Mr. David M. Churchill, Mr. Brett D. Rogers and Ms. Keryn J. Brock, are not entitled to fees for their services as Directors for the years ended 31st October, 2018 and 31st October, 2017.

Mr. Gordon F. Rainey Jr. is a Director of Brown Investment Advisory & Trust Company an affiliate of the Investment Manager and Brown Advisory Incorporated, which controls the Investment Manager. Ms. Keryn J. Brock is Head of International Business for an affiliate of the Investment Manager. Mr. David M. Churchill is Director of Brown Advisory Limited. Brown Advisory Limited provides consultancy services to the Company. Fees earned by Brown Advisory Limited for the six months ended 30th April, 2019 amounted to EUR€ nil (30th April, 2018: EUR€10,500). Brown Advisory Limited acts as UK Facilities Agent and is contractually entitled to receive a fee for this service. For the six months ended 30th April, 2019, this fee was waived by Brown Advisory Limited. The Investment Manager of the Funds, except for the Brown Advisory Global Leaders Fund, is Brown Advisory LLC. The Investment Manager of the Brown Advisory Global Leaders Fund is Brown Advisory Limited. As at 30th April, 2019, Brown Advisory Limited did not hold any shares.


119

3 Related Parties Transactions (continued)

As at 30th April, 2019, Brown Advisory LLC held:

Sub-Fund Share class Shares as at

31st October,

2018

Shares

Subscribed

Shares

Redeemed

Shares as at

30th April,

2019

Value at 31st

October, 2018

Value at 30th

April, 2019

Brown Advisory Global

Leaders Fund

Sterling Class B

Dis Shares 28,490 31 - 28,521

GBP£293,450

(US$375,088)

GBP£333,412

(US$434,769)

Brown Advisory US

Mid-Cap Growth Fund

Dollar Class B

Acc Shares - 15,145 - 15,145 - US$172,047

Brown Advisory US All

Cap SRI Fund

Dollar Class B

Dis Shares 30,895 - 16,242 14,653 US$286,710 US$150,780

4 Connected Persons

The UCITS Regulations states that, inter alia, any transaction carried out with a UCITS by the management company or depositary; and the delegates or sub-delegates of such a management company or depositary (excluding any non-group company sub-custodians appointed by a depositary); and any associated or group company of these (“connected persons”) must be carried out as if negotiated at arm's length. Transactions must be in the best interests of the shareholders of the Company.

The Directors of the Company are satisfied that: (i) there are arrangements (evidenced by written procedures) in place, to ensure that the obligations set out in the UCITS Regulations are applied to all transactions with connected persons; and (ii) transactions with connected persons entered into during the period complied with the obligations set out in the UCITS Regulations.

5 Dividends

During the six months ended 30th April, 2019, the Directors distributed substantially all of the net investment income of the Company for the year ended 31st October, 2018, US$787,149 (distributed during the year ended 31st October, 2018 for the year ended 31st October, 2017, US$482,644).

The following dividends per share of the Company were declared on 1st November, 2018:

31st October, 2018

31st October, 2017

Sub-Fund Rate Per Share Rate Per Share Brown Advisory American Fund Dollar Class B Dis Shares US$ 0.069 US$ 0.005 Brown Advisory American Fund Euro Class B Dis Shares N/A EUR€ 0.007 Brown Advisory American Fund Sterling Class B Dis Shares GBP£ 0.089 GBP£ 0.007 Brown Advisory American Fund Sterling Class B Dis H Shares GBP£ 0.066 GBP£ 0.004 Brown Advisory US Small Cap Blend Fund Sterling Class B Dis Shares GBP£ 0.108 N/A Brown Advisory US Flexible Equity Fund Euro Class B Dis Shares EUR€ 0.006 EUR€ 0.059 Brown Advisory US Flexible Equity Fund Sterling Class B Dis H Shares GBP£ 0.001 GBP£ 0.061 Brown Advisory US Flexible Equity Fund Sterling Class C Dis Shares GBP£ 0.029 GBP£ 0.017 Brown Advisory US Flexible Equity Fund Sterling Class M Dis Shares GBP£ 0.035 GBP£ 0.063 Brown Advisory US Flexible Equity Fund Dollar Class M Dis Shares US$ 0.035 US$ 0.067 Brown Advisory US Flexible Equity Fund Dollar Class C Dis Shares US$ 0.030 US$ 0.018 Brown Advisory Global Leaders Fund Sterling Class B Dis Shares GBP£ 0.011 N/A Brown Advisory Global Leaders Fund Sterling Class M Dis H Shares GBP£ 0.042 N/A Brown Advisory Latin American Fund Sterling Class B Dis Shares GBP£ 0.023 N/A Brown Advisory Latin American Fund Dollar Class B Dis Shares US$ 0.029 N/A Brown Advisory US All Cap SRI Fund Dollar Class B Dis Shares US$ 0.002 N/A

6 Efficient Portfolio Management

The Company may employ techniques and instruments relating to transferable securities and/or other financial instruments in which it invests for investment purposes or hedging.


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Where a Fund invests in financial derivative instruments for such purposes, a risk management process will be submitted to the Central Bank of Ireland by the Company, prior to the Fund engaging in such transactions in accordance with the Central Bank’s requirements and UCITS Regulations. The Company on behalf of the Funds, will on request, provide supplementary information to Shareholders relating to the risk management methods employed, including the quantitative limits that are applied and any recent developments in the risk and yield characteristics of the main categories of investments. During the six months ended 30th April, 2019, the Company engaged in currency class hedging to hedge against movements in the values of Hedged Share Classes as a result of changes in the exchange rates against US Dollar of the respective currencies. The currency class hedging involves utilising forward foreign exchange contracts to provide a return hedged against fluctuations. This currency hedging policy will seek to limit Shareholders’ risk of loss arising from an appreciation in the value of the currency of the Hedged Share Class relative to the value of the US Dollar. The counterparties and the details of all open forward foreign currency contracts as at 30th April, 2019 are disclosed in the Statement of Investments.

7 Soft Commissions

During the six months ended 30th April, 2019, the Investment Manager entered into soft commission arrangements with brokers/dealers whereby certain goods and services used by the Investment Manager are paid for by the commissions generated from trades executed under these arrangements. The goods and services are directly relevant and are used to assist in the provision to clients of investment management services or for valuation or performance measurement of portfolios.

These arrangements do not affect a broker’s duty to provide best execution.

8 Exchange Rates

The following exchange rates to US Dollar were used: 30th April, 2019 31st October, 2018

Argentine Peso 0.023 0.028 Brazil Real 0.255 0.269 British Pound Sterling 1.304 1.278 Chilean Peso 0.001 0.001 Colombian Peso 0.000* 0.000* Euro 1.122 1.133 Hong Kong Dollar 0.127 0.128 Indonesian Rupiah 0.000* 0.000* Indian Rupiah 0.014 0.014 Japanese Yen N/A 0.009 Mexican Peso 0.053 0.049 Peruvian Nuevo Sol 0.302 0.297 Swedish Krona 0.105 0.109 Swiss Franc 0.981 0.993

* Less than 0.0005.

9 Significant Events during the Period

On 1st November, 2018 dividends were declared and distributed on 14th November, 2018. Details are presented in Note 5.


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9 Significant Events during the Period (continued)

Effective 2nd November, 2018 the Brown Advisory US Mid-Cap Growth Fund Dollar Class B Acc Shares was launched. Effective 14th January, 2019 the Brown Advisory US Flexible Equity Fund Dollar Class A Dis Shares was liquidated. Effective 18th January, 2019 the Brown Advisory US Sustainable Growth Fund Dollar Class B Acc Shares was launched. Effective 22nd January, 2019 the Brown Advisory American Fund Euro Class A Acc H Shares was liquidated.

Effective 1st February, 2019 the Brown Advisory US Small Cap Blend Fund Sterling Class A Acc H Shares was launched. Effective 21st February, 2019 the Brown Advisory Latin American Fund Dollar Class A Acc Shares was launched. Effective 1st April, 2019 the Brown Advisory US Flexible Equity Fund Sterling Class C Dis H Shares was launched. Effective 17th April, 2019 the Brown Advisory Latin American Fund Sterling Class B Acc H Shares was launched. Effective 25th April, 2019 the Brown Advisory US Small Cap Blend Fund Sterling Class A Acc H Shares was liquidated.

There have been no other significant events affecting the Company during the period. 10 Events since the Period End

There have been no other significant events affecting the Company since the period end.

11 Approval of Financial Statements

The Board of Directors approved the report and unaudited financial statements on 17th June, 2019.

BROWN ADVISORY FUNDS PLC APPENDIX 1 - TOTAL EXPENSE RATIOS

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The total expense ratios (TERs) for the period are set out in the table below. The annualised TER calculation includes all annual operating costs including performance fees (where applicable) and excludes bank interest, FX and dealing costs, and withdrawn taxes on dividends and interest in compliance with the guidelines set out by the Swiss Funds Association (SFA).The TERs are not required to be included in this Report by the Central Bank of Ireland or the Irish Stock Exchange. They are provided for information purpose only and are unaudited. Only Swiss registered Funds are presented in the table below.

For the period ended 30th April, 2019 and 31st October, 2018: 30th April, 2019 31st October, 2018

Brown Advisory US Smaller Companies Fund Dollar Class A Acc Shares 1.64% 1.69% Dollar Class B Acc Shares 0.89% 0.94% Dollar Class C Acc Shares 0.64% 0.69% Sterling Class B Dis Shares 0.89% 0.94% Sterling Class B Acc H Shares 0.92% 0.97% Euro Class A Acc H Shares1 1.68% 1.70%

Brown Advisory American Fund Dollar Class A Dis Shares 1.75% 1.75%

Dollar Class B Dis Shares 1.00% 1.00% Sterling Class A Dis Shares 1.75% 1.75% Sterling Class B Dis Shares 1.00% 1.00% Sterling Class B Dis H Shares 1.00% 1.00% Euro Class A Acc H Shares2 1.75% 1.75%

Brown Advisory US Equity Growth Fund Dollar Class A Acc Shares 1.65% 1.66% Dollar Class B Acc Shares 0.90% 0.91% Dollar Class B Dis Shares 0.90% 0.91% Dollar Class P Acc Shares 2.40% 2.39% Sterling Class B Dis H Shares 0.94% 0.95% Euro Class A Acc H Shares 1.69% 1.69% Euro Class B Acc Shares 0.90% 0.87% Euro Class B Acc H Shares3 0.94% 0.92% Euro Class P Acc H Shares 2.44% 2.44% Dollar Class SI Acc Shares4 0.75% 0.72% Dollar Class SI Dis Shares5 0.75% 0.72%

1Euro Class A Acc H Shares launched on 5th October, 2018. 2Euro Class A Acc H Shares was liquidated on 22nd January, 2019 3Euro Class B Acc H Shares launched on 19th September, 2018. 4Dollar Class SI Acc Shares launched on 24th September, 2018. 5Dollar Class SI Dis Shares launched on 21st September, 2018.

BROWN ADVISORY FUNDS PLC APPENDIX 1 - TOTAL EXPENSE RATIOS (continued)

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30th April, 2019 31st October, 2018

Brown Advisory US Small Cap Blend Fund Dollar Class A Acc Shares 1.72% 1.72% Dollar Class B Acc Shares 1.23% 1.22% Dollar Class C Acc Shares 0.72% 0.72% Sterling Class A Acc H Shares1 1.21% N/A Sterling Class B Acc Shares 1.22% 1.23% Sterling Class B Dis Shares 1.22% 1.22%

Brown Advisory US Flexible Equity Fund Dollar Class A Acc Shares 1.66% 1.68% Dollar Class A Dis Shares2 1.68% 1.69% Dollar Class B Acc Shares 0.91% 0.94% Dollar Class B Dis Shares 0.91% 0.94% Dollar Class C Acc Shares 0.66% 0.69% Dollar Class C Dis Shares 0.66% 0.69% Dollar Class M Dis Shares 0.66% 0.63% Sterling Class B Acc H Shares 0.95% 0.98% Sterling Class B Dis Shares 0.91% 0.94% Sterling Class B Dis H Shares 0.95% 0.90% Sterling Class C Dis Shares 0.66% 0.69% Sterling Class C Dis H Shares3 0.66% N/A Sterling Class M Dis Shares 0.66% 0.64% Euro Class B Dis Shares 0.91% 0.87%

Brown Advisory Global Leaders Fund

Dollar Class B Acc Shares4 0.93% 0.96% Dollar Class C Acc Shares 0.43% 0.50% Dollar Class M Dis Shares5 0.68% 0.66% Sterling Class B Dis Shares6 0.93% 0.95% Sterling Class C Acc Shares7 0.43% 0.47% Sterling Class C Acc H Shares 0.47% 0.50% Sterling Class M Acc H Shares8 0.72% 0.73%

1Sterling Class A Acc H Shares launched on 1st February, 2019 and liquidated on 25th April, 2019. 2Dollar Class A Dis Shares was liquidated on 14th January, 2019. 3Sterling Class C Dis H Shares launched on 1st April, 2019. 4Dollar Class B Acc Shares launched on 17th November, 2017. 5Dollar Class M Dis Shares launched on 19th July, 2018. 6Sterling Class B Dis Shares launched on 3rd May, 2018. 7Sterling Class C Acc Shares launched on 23rd February, 2018. 8Sterling Class M Acc H Shares launched on 26th March, 2018.

BROWN ADVISORY FUNDS PLC APPENDIX 1 - TOTAL EXPENSE RATIOS (continued)

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30th April, 2019 31st October, 2018

Brown Advisory US Mid-Cap Growth Fund Dollar Class B Acc Shares1 0.92% N/A Dollar Class C Acc Shares 0.67% 0.72% Dollar Class C Dis Shares2 0.67% 0.71% Sterling Class C Acc H Shares 0.71% 0.75% Sterling Class B Acc Shares3 0.92% 0.95% Sterling Class C Acc Shares3 0.67% 0.70%

Brown Advisory US Sustainable Growth Fund

Dollar Class A Dis Shares 1.66% 1.68% Dollar Class B Acc Shares4 0.91% N/A Dollar Class B Dis Shares 0.91% 0.93% Dollar Class C Acc Shares 0.66% 0.68% Dollar Class C Dis Shares 0.66% 0.68% Sterling Class B Dis Shares 0.91% 0.92% Euro Class B Acc H Shares5 0.95% 0.94% Euro Class B Dis Shares6 0.91% 0.90%

Brown Advisory Latin American Fund

Sterling Class B Acc H Shares7 1.57% N/A Sterling Class B Dis Shares8 1.48% 1.50% Dollar Class A Acc Shares9 2.29% N/A Dollar Class B Dis Shares8 1.48% 1.50% Dollar Class SI Dis Shares10 1.23% 1.25% Sterling Class SI Dis Shares11 1.24% 1.25%

Brown Advisory US All Cap SRI Fund

Dollar Class B Dis Shares12 0.65% 0.59%

1Dollar Class B Acc Shares launched on 2nd November, 2018. 2Dollar Class C Dis Shares launched on 23rd February, 2018. 3Sterling Class B Acc Shares and Sterling Class C Acc Shares launched on 21st November, 2017. 4Dollar Class B Acc Shares launched on 18th January, 2019. 5Euro Class B Acc H Shares launched on 17th May, 2018. 6Euro Class B Dis Shares launched on 25th May, 2018. 7Sterling Class B Acc H Shares launched on 17th April, 2019. 8Sterling Class B Dis Shares and Dollar Class B Dis Shares launched on 30th April, 2018. 9Dollar Class A Acc Shares launched on 21st February, 2019. 10Dollar Class SI Dis Shares launched on 4th September, 2018. 11Sterling Class SI Dis Shares launched on 6th September, 2018. 12Dollar Class B Dis Shares launched on 28th August, 2018. Total Expense Ratios are based on the trailing 12 months preceding the dates listed above

BROWN ADVISORY FUNDS PLC MANAGEMENT AND ADMINISTRATION

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BOARD OF DIRECTORS Paul McNaughton (Chairman, Irish Resident)* Tony Garry (Irish Resident)* David M. Churchill (US Resident) Gordon F. Rainey Jr. (US Resident) Charles E. Noell (US Resident)* Brett D. Rogers (US Resident) Keryn Brock (UK Resident) Robert Alexander Hammond-Chambers (UK Resident)* *Independent Non-Executive Director

REGISTERED OFFICE OF THE COMPANY Third Floor 3 George’s Dock Dublin D01 X5X0 Ireland

ADMINISTRATOR, REGISTRAR AND TRANSFER AGENT Brown Brothers Harriman Fund Administration Services (Ireland) Limited 30 Herbert Street Dublin D02 W329 Ireland

INVESTMENT MANAGER AND DISTRIBUTOR Brown Advisory LLC 901 South Bond Street Suite 400 Baltimore Maryland 21231 USA

DEPOSITARY Brown Brothers Harriman Trustee Services (Ireland) Limited 30 Herbert Street Dublin D02 W329 Ireland

SUB-INVESTMENT MANAGER Brown Advisory Limited 6-10 Bruton Street London W1J 6PX United Kingdom

COMPANY SECRETARY Dechert Secretarial Limited 3 George’s Dock Dublin D01 X5X0 Ireland

INDEPENDENT AUDITORS PricewaterhouseCoopers One Spencer Dock North Wall Quay Dublin D01 X9R7 Ireland

SPONSORING BROKER A&L Listing Limited International Financial Service Centre 25/28 North Wall Quay Dublin D01 H104 Ireland SWISS REPRESENTATIVE AND PAYING AGENT RBC Investor Services Bank S.A., Esch-sur-Alzette, Zurich Branch, Bleicherweg 7 8027 Zurich Switzerland

LEGAL ADVISORS Dechert 3 George’s Dock Dublin D01 X5X0 Ireland UK FACILITIES AGENT Brown Advisory Limited 6-10 Bruton Street London W1J 6PX United Kingdom

BROWN ADVISORY FUNDS PLC MANAGEMENT AND ADMINISTRATION (continued) A

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Information for the Swiss Investors: The Fund’s Prospectus, Key Investor Information Documents (KIIDs), Constitution, annual and interim report and accounts may be obtained, free of charge, from the Swiss Representative and Paying Agent, RBC Investor Services Bank S.A., Esch-sur-Alzette, Zurich Branch, Bleicherweg 7, 8027 Zurich. A copy of the full portfolio changes during the period/year under review is available free of charge from the Swiss Representative and Paying Agent.