REG - JPMorganUS Small Cos - Annual Financial Report
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RNS Number : 8374A JPMorgan US Smaller Co. IT 17 April 2026
LONDON STOCK EXCHANGE ANNOUNCEMENT
JPMORGAN US SMALLER COMPANIES INVESTMENT TRUST PLC
FINAL RESULTS FOR THE YEAR ENDED 31ST DECEMBER 2025
Legal Entity Identifier: 549300MDD7SOXDMBN667
Information disclosed in accordance with the DTR 4.1.3
Highlights
• NAV total return of -10.9% for the year ended 31st December
2025 in sterling terms, compared with +4.8% for the Russell 2000 benchmark
(total return with net dividends reinvested) in sterling terms. Share price
total return of -15.3% for the same period
• Five-year cumulative NAV total return of +12.0% compared
with +35.2% for the Benchmark; five-year share price cumulative total return
of +2.7%
• Ongoing Charges Ratio for the year was 1.00%. With effect
from 1st January 2026, the management fee was reduced to 0.70% per annum on
net assets up to £300 million, and 0.60% on all assets above that value.
Previously, the fee was 0.70% per annum charged against gross assets, which
included a fee on the investments funded by borrowings. This change is
expected to benefit shareholders by lowering ongoing costs.
• During the year, the Company repurchased 6,886,958 shares
into Treasury (representing 11.4% of the share capital in issue at 31st
December 2024) at an average discount of 9.3%
• The Board has recommended a final dividend of 3.2p per share
for the year ended 31st December 2025, subject to shareholder approval, making
a total dividend of 3.2p per share for FY25, a slight increase on last year's
total dividend of 3.1p per share.
Dominic Neary, Chair, commented:
"After a tough year for your Company it is concerning to have begun 2026 with
increased uncertainty and volatility, which look likely to significantly
impact inflation and growth prospects for some time to come. While we cannot
control near-term geopolitical developments, we can make some hopeful
observations in support of the outlook for your Company's portfolio for the
long term. The valuations of US smaller capitalisation stocks relative to
larger capitalisation stocks are now at historical lows, signalling that a
rebound in smaller capitalisation stocks is well overdue. While the timing of
any such recovery is difficult to judge, the outperformance of smaller
companies in the latter half of 2025 suggests investors may already be
starting to recognise the attractively-priced opportunities available in this
area of the market.
The Board believes that the Manager's disciplined approach will allow them to
continue to identify and capitalise on opportunities to invest in great US
companies. My fellow directors and I are confident that their efforts will
ensure that the Company delivers strong performance to its shareholders over
time, despite the market's recent preference for alternative investment
styles."
Don San Jose, Jon Brachle and Dan Percella, the Company's Portfolio Managers,
commented:
"Our portfolio seeks to invest in high-quality companies at a reasonable
valuation. The increase in investor appetite for risk particularly around
speculative themes such as meme stocks, bitcoin miners, and lower-quality
companies, fuelled a rally that created significant headwinds for our
investment approach during most of 2025.
After a difficult 2025, where returns in US small cap companies were
concentrated in a narrow group of AI-related stocks and focused on speculative
themes, as we look ahead to 2026, we see promising opportunities across the
sector.
Our investment philosophy remains focused on finding companies with durable
franchises, good management teams and stable earnings, that trade at a
discount to their intrinsic value. We stand by our conviction that the
investment case for smaller companies is appealing, especially for long-term
investors as they include innovative companies that serve market niches and
thereby can be a way to access innovation early in its development."
CHAIR'S STATEMENT
Introduction
The Company's investment objective is to generate capital growth from
investing in US smaller companies with a sustainable competitive advantage,
that are run by proven management teams, and that trade at a discount to their
intrinsic value. Total returns in 2025 significantly lagged the Company's
benchmark, the Russell 2000 Index. The majority of the under-performance was
realised over the three-month period from August to October when high
expectations for the potential benefits of artificial intelligence (AI) drove
related stocks to elevated levels. These market conditions proved very
challenging for the Company, given its focus on high-quality, reasonably
priced stocks.
The Board regularly monitors and reviews the Investment Manager, their
investment philosophy, process and the underlying investments in the Company's
investment portfolio. In 2025 additional scrutiny of all aspects of the
Company's investment management was undertaken in the face of performance
challenges.
Despite the recent setback, the Board believes that the Company's long-term
investment philosophy, combined with the investment trust structure, continues
to offer shareholders significant investment benefits over the long run.
Further, the Board currently believes that the Manager's scale, resources and
experienced investment team will serve the Company well over time.
Shareholders also indicated their support for the Company's approach at the
June 2025 Annual General Meeting (AGM) by voting for the continuation of the
Company for a further five years.
Market overview
2025 delivered record highs in US equity markets despite bouts of severe
volatility. The year began on a positive note, thanks to initial optimism
about the new administration's pro-growth agenda. This confidence gave way to
concerns over tariffs, tighter immigration controls and shifting foreign
policy priorities which were seen as inflationary and less supportive of
growth. The market's negative reaction to these developments prompted some
moderation in policy which was sufficient to calm market fears and clear the
way for a significant market rebound in the second half of the year. This
rally was led by the same very small cohort of high-growth technology and
AI-oriented stocks that has driven market returns in recent years. Across the
broader market, expensive, speculative growth stocks and lower quality names
fared best, while other stocks lagged.
Across the investment trust sector corporate activity remained elevated, with
record M&A, high levels of share buybacks, and continued activist investor
presence in the market.
Performance
Over the 12 months to 31st December 2025, the Company's net asset value (NAV)
total return was -10.9%, underperforming the Russell 2000 Index which rose by
4.8%.
The total return to shareholders was -15.3%, reflecting a widening in the
share price discount to NAV from 1.8% at the end of 2024 to 6.7% on 31st
December 2025. (The discount averaged 7.3% over the year).
The significant short term underperformance of the benchmark reflects the
narrow market breadth over the period; the shares of lower-quality,
growth-oriented companies exposed to AI and related themes significantly
outperformed the attractively-valued, higher-quality area of the market to
which your portfolio is predominantly exposed.
A full explanation of portfolio performance is provided in the Investment
Manager's Report, along with details of recent portfolio activity and the
Portfolio Managers' view on the outlook for the market and Company.
Discount management, share issuance and buybacks
The Board remains committed to active discount management to enhance
shareholder value, and to minimise the discrepancy between the share price and
the net asset value. Our ability to do so depends on the prevailing market
conditions. With the Company trading at a discount to net asset value over the
entirety of 2025 the Board's focus was on stimulating demand for the
Company's shares. To this end we have two key levers at our disposal: an
active, value-enhancing share buyback programme, and effective ongoing
marketing activities.
During the year to 31st December 2025 the Company repurchased 6,886,958 shares
into treasury, representing 11.4% of the share capital in issue (excluding
shares held in Treasury) at 31st December 2024, at an average discount of
9.3%. Since the period end a further 1,607,113 shares have been repurchased at
an average discount of 8.0% as at 15th April 2026.
Marketing activity remained strong over the year, promoting the Company as a
vehicle to profitably 'Invest in the Heart of America,' through shareholder
events, and regular video and article updates from the Investment Manager
(available on the Company's website). Since the year end the Company launched
its LinkedIn page
www.linkedin.com/company/jpmorgan-us-smaller-companies-investment-trustplc
where shareholders can follow updates and thought pieces related to the
Company.
Dividend
The Board is delighted to recommend the payment of a dividend of 3.2p in
respect of the financial year ended 31st December 2025 (2024: 3.1p). Subject
to shareholders' approval at the forthcoming AGM, this dividend will be paid
on 10th July 2026 to shareholders on the register at the close of business on
12th June 2026. The ex-dividend date is 11th June 2026.
The Company's objective is unchanged and remains one of capital growth. The
dividend distribution amount will normally be driven by the minimum dividend
required to maintain the Company's investment trust status. Therefore, the
dividend level may fluctuate as the distributions typically reflect the
naturally occurring income on the underlying portfolio.
Gearing
The Board believes that the use of gearing is a key advantage of the
investment trust structure. Our policy is to adjust gearing levels according
to the Board and Manager's long-term expectations for market returns. At the
beginning of the year, the Company had fully drawn down its US$30 million
revolving credit facility with Scotiabank. The Board renewed the loan facility
in March 2025 with a new provider, Bank of America. This new facility is for
US$35 million, with a US$5 million accordion option.
As at 31st December 2025, the Company had drawn down US$35 million
(£26 million) and closed the year with gearing of 9.7% (2024: 7.7%).
Board and succession planning
In January 2026, the Board, through its Nomination Committee, carried out a
comprehensive evaluation of the Board, its committees, the individual
Directors and the Chair. Topics discussed included the size, composition and
diversity of the Board, Board processes and information sources, shareholder
engagement, and Director training and accountability. The resulting report
demonstrated that the Board is working effectively for shareholders and in
line with expectations. Additionally, the Board meets the FCA Listing Rules
targets on gender diversity, female representation in a senior role, and
ethnic representation.
The Board has detailed succession plans in place. These are particularly
important for a small board to ensure that no discontinuity is caused by the
retirement of non-executive directors after nine years' service, according to
our policy, and as recommended by the Association of Investment Companies'
Code of Corporate Governance. In line with our succession framework, Shefaly
Yogendra will retire from the Board at the conclusion of the 2026 AGM. On
behalf of the Board and shareholders I would like to thank Shefaly for her
dedication to the Company and her insightful challenge and support over the
nine years she has served as a director.
Further, as announced on 26th March 2026, Christopher Metcalfe retired on 1st
April 2026 after over seven years on the Board. We would like to thank
Christopher for his guidance and significant contributions to the Company over
his tenure, including his additional responsibilities as Senior Independent
Director. Shefaly and Christopher will be missed, and we wish them both well
in their future endeavours.
With effect from 1st April 2026, Mandy Donald has assumed the role of the
Senior Independent Director of the Company.
The Board appointed an external executive search firm to assist in the
recruitment of a new Director in 2025, and we were delighted to announce the
appointment of Cindy Rampersaud, effective 1st November 2025. Cindy is a
senior leader with over 25 years of executive and 15 years of board experience
across a range of sectors including the publishing, technology and music
industries. Her current roles include Deputy Chair and Audit and Risk
Committee Chair of the UK Health Security Agency, and Non-Executive Director
at Sage Homes.
The Board has recently appointed an external executive search firm to aid in
the recruitment of a new Director following Christopher Metcalfe's departure.
The recruitment process is underway and we expect to announce the appointment
of a new director by, or shortly after, the AGM on 15th June 2026.
As a result of these changes Dominic Neary and Mandy Donald will offer
themselves for re-appointment at the forthcoming AGM, while Cindy Rampersaud
will offer herself for appointment for the first time.
Review of Manager Services and Fees
During the year, the Board, through its Management Engagement Committee,
carried out a thorough review of the investment management, secretarial and
marketing services provided to the Company by the Manager. As part of this
review a reduction to the investment management fee arrangement was agreed.
With effect from 1st January 2026, a fee of 0.70% per annum will be charged
on net assets (i.e. excluding borrowed funds) up to £300 million, and 0.60%
per annum on all assets above that value. Previously the fee was 0.70% per
annum charged against gross assets (excluding any holdings in the JPMorgan
Liquidity Fund), which included a fee on the investments funded by
borrowings.
Following this review the Board has concluded that the continued appointment
of the Manager on the terms agreed is in the interests of the shareholders.
Portfolio Company Engagement
As detailed in the Manager's Investment Process on pages 16 to 19 of the
Annual Report, extensive engagement with company management teams is a vital
element of stock selection. Company engagement is led by the Portfolio
Managers and analysts with the intention of gaining a full insight into the
attractiveness of a company, and the outlook for its shares. This incorporates
a deep understanding of the company's current health, strategic direction,
competitor landscape and its future prospects. In addition, focus is placed on
assessing how various financially material ESG factors may affect the risk
profile of the business.
The Board shares the Investment Manager's view of the importance of this
combined approach to company engagement as a central component of the
investment process in seeking to deliver attractive risk-adjusted returns for
shareholders.
Annual General Meeting
The Board invites shareholders to join us in person for the Company's AGM to
be held on Monday, 15th June 2026 at 2.30 p.m. at 60 Victoria Embankment,
London EC4Y 0JP. We hope to welcome as many shareholders as possible.
As with previous years, shareholders will have the opportunity to hear from
the Portfolio Managers. Their presentation will be followed by a
question-and-answer session. There will be refreshments afterwards when
shareholders will be able to meet members of the Board. Shareholders wishing
to follow the AGM proceedings but choosing not to attend in person will be
able to do so online and will be able to ask questions through conferencing
software. Details on how to register together with access details can be found
on the Company's website: www.jpmussmallercompanies.co.uk, or by contacting
the Company Secretary at jpmam.investment.trusts@jpmorgan.com.
In accordance with best practice, all voting on the resolutions will be
conducted on a poll. Shareholders viewing the meeting via conferencing
software will not be able to vote on the poll and we therefore encourage all
shareholders, and particularly those who cannot attend physically, to submit
their proxy votes in advance of the meeting, so that they are registered and
recorded at the AGM. Proxy votes can be lodged in advance of the AGM either by
post or electronically. Detailed instructions are included in the Notes to the
Notice of Annual General Meeting in the Annual Report. Please ensure that you
act promptly on the notifications for voting, and that you contact your share
platform or wealth manager by their stipulated deadline to ensure that your
votes are submitted on time. In addition, shareholders are encouraged to send
any questions ahead of the AGM to the Board via the Company Secretary at the
email address above. We will endeavour to answer relevant questions at the
meeting or via the website depending on arrangements in place at the time.
If there are any changes to the above AGM arrangements, the Company will
update shareholders through its website and, as appropriate, through an
announcement on the London Stock Exchange.
My fellow Board members, representatives of JPMorgan and I look forward to
the opportunity to meet and speak with shareholders after the formalities of
the meeting have been concluded.
Outlook
After a tough year for your Company it is concerning to have begun 2026 with
increased uncertainty and volatility, driven by the recent developments in
Iran and the wider Middle East, which look likely to significantly impact
inflation and growth prospects for some time to come. While we cannot control
near-term geopolitical developments, we can make some hopeful observations in
support of the outlook for your Company's portfolio for the long-term. First,
the valuations of US smaller capitalisation stocks relative to larger
capitalisation stocks are now at historical lows, signalling that a rebound in
smaller capitalisation stocks is well overdue. While the timing of any such
recovery is difficult to judge, particularly in light of recent events, the
outperformance of smaller companies in the latter half of 2025 suggests
investors may have been starting to recognise the attractively-priced
opportunities available in this area of the market.
The Board believes that the Manager's disciplined approach will allow them to
continue to identify and capitalise on opportunities to invest in great US
companies. My fellow directors and I are confident that their efforts will
ensure that the Company delivers strong performance to its shareholders over
time, despite the market's recent preference for alternative investment
styles.
We thank you for your patience and support.
Stay informed
The Company delivers email updates with regular news and views, as well as
up-to-date performance data. If you have not already signed up to receive
these communications and you wish to do so, you can opt in via
https://tinyurl.com/JUSC-Sign-Up or by scanning the QR code on page 2 of the
Annual Report.
Further, the Board and I are keen to continue to develop our relationship with
shareholders, and we therefore welcome your questions and observations via
email at JUSC.Chair@jpmorgan.com.
Dominic Neary
Chair
16th April 2026
INVESTMENT MANAGER'S REPORT
Market Review
2025 will be remembered as a year of extraordinary uncertainty for investors,
yet markets ultimately delivered impressive results. The S&P 500 posted a
robust return of +17.9% in US dollar terms, marking its third consecutive year
of double-digit gains, while the Russell 2000 Index returned +12.8% in US
dollar terms. This remarkable climb came despite a lack of clarity on US
tariffs, uncertainty about the trajectory of interest rates, concerns about
the durability of AI-driven growth, and the longest government shutdown in US
history.
The year began with a period of significant volatility. In the first four
months, US equities neared bear market territory as the US administration's
approach to tariff and other key policies left investors on unstable ground. A
sharp April sell-off, led by the 'Magnificent 7' tech giants, and growing
doubts about the sustainability of AI's momentum, added to the turbulence as
the year progressed. The S&P 500 fell 19% from peak to trough before
bottoming on April 8, then rallied by an impressive 39% through to year-end.
Notably, corporate earnings growth proved more resilient to tariffs than many
had anticipated.
Investors were also troubled by the uncertain direction of monetary policy.
The Federal Reserve paused its rate-cutting cycle in the first half of the
year, responding to fears about tariff-induced price pressures and recession.
As conditions stabilised, the Fed resumed cuts in September, delivering three
25 basis point reductions before year-end. This contributed to a 40-basis
point decline in the 10-year Treasury yield, which closed the year at 4.17% -
its first year-on-year decline since 2020.
Late in the year, the government shut down for 43 days in October and
November, suspending normal government business, including public services,
payments and some data releases. Despite these inconveniences, markets
continued to post gains, consistent with historical patterns during extended
closures. Congress reached a deal in mid-November, clearing the way for the
resumption of regular government activity.
Against this challenging backdrop, the S&P 500 demonstrated remarkable
resilience, surging to record highs by year-end. Behind the strong returns,
market leadership in 2025 remained narrow; 10 stocks drove 60% of the S&P
500's return, while roughly 355 stocks (more than 60% of the benchmark)
underperformed the market, with nearly 190 stocks (15% of the benchmark)
declining over the year.
Within the small cap space, we saw a similar overall picture: the Russell 2000
Index fell 24% from peak to trough, its worst ever drawdown, before bottoming
in early April. The index then rallied an impressive 42% through to year-end.
For the full year, the Russell 2000 Index posted a +12.8% gain in US dollar
terms, though this performance trailed large caps for the fifth consecutive
year. As in the large cap sector of the market, the year was characterised by
very narrow market breadth, with AI and related themes propelling index
returns. The market environment favoured growth-oriented investments and
speculative activity in a variety of industries such as quantum computing,
bitcoin miners, nuclear power and flying taxis. Considerations related to
fundamental business quality were overshadowed, and quality factors like
profitability and valuation underperformed significantly.
As a result, returns were notably concentrated, with the top 10 contributors
driving 28% of the Russell 2000's gains for the year. Four of the top five
contributors had AI exposure. Despite this concentration in returns, most
sectors of the index rose over the year. Telecommunications, basic materials
and health care were the top performing sectors, while consumer staples and
consumer discretionary were the main detractors.
The following chart provides an overview of the returns of different
investment styles in the US market during 2025, as well as the sector
performance of the Russell 2000 over the year. Large, Mid, and Small represent
the size of the companies by market capitalisation. A value style represents
companies that are trading at lower valuations relative to fundamentals, while
a growth style represents companies priced for faster-than-average future
earnings expansion, often at higher valuations.
2025 US Equity Market Performance (in US$)
2025 Value Blend Growth
Large 15.9% 17.9% 18.6%
Mid 11.0% 10.6% 8.7%
Small 12.6% 12.8% 13.0%
2025 Russell 2000 Index performance (in US$)
Chart included in the Annual Report.
Performance
Against this background, the Company's net asset value declined by 10.9% in
2025, diverging from its benchmark, the Russell 2000 Index (net), which gained
4.8% in sterling terms. Our portfolio seeks to invest in high-quality
companies at a reasonable valuation. The increase in investor appetite for
risk particularly around speculative themes such as meme stocks, bitcoin
miners, and lower-quality companies, fuelled a rally that created significant
headwinds for our investment approach during most of 2025. This environment
not only weighed on the stocks held within the portfolio but also meant that a
substantial portion of the underperformance stemmed from not holding certain
names that benefited disproportionately from this speculative momentum. In
other words, the shortfall was not solely a result of poor stock selection
within the portfolio - a meaningful share of the drag came from the
opportunity cost of being underweight or absent from key benchmark
constituents that rallied sharply amid this environment.
Stock selection challenges in several sectors also detracted from relative
performance. Stock selection in the industrials and health care sectors had
the most detrimental impact. Within industrials, our exposure to WillScot was
the largest detractor. WillScot is one of the largest providers of modular
office space and portable storage solutions to a broad range of US commercial
and industrial customers. The stock struggled throughout 2025 due to mixed
financial performance and ongoing challenges. The company faced year-over-year
revenue declines, primarily from a write-off of unrecoverable account
receivables and lower delivery and installation revenues. Despite some
improvements in adjusted EBITDA margins, overall revenue and leasing revenues
faced headwinds. Additionally, the company adopted a more conservative
full-year guidance, reflecting a cautious outlook amidst cyclical headwinds
and competitive pressures. However, we continue to like the business, its
valuation is attractive, and we expect volumes to stabilise or turn positive,
so we have maintained our holding, but we are closely monitoring the position.
The portfolio was underweight in the healthcare sector, even though it was
among the top-performing sectors in both 4Q 2025 and for the year overall.
This positioning reflects our investment approach, which emphasises
profitability, valuation and quality factors, and thus does not invest in
biotech stocks which drove most of the relative outperformance of the sector.
Consumer staples detracted more modestly, in part due to our exposure to
Freshpet. The performance of this business lagged during 2025 due to a
combination of slower-than-expected sales growth and increased competition.
Despite improvements in profitability, including higher gross margins and
positive free cash flow, the company struggled to maintain its rapid growth
rate. The introduction of new products and expanded distribution channels
showed promise, but the overall pet food category's softness and economic
uncertainties impacted consumer spending. We remain invested.
On the positive side, our sector allocation in consumer discretionary and
stock selection in real estate contributed to performance.
Within consumer discretionary, our exposure to Five Below and BJs Wholesale
Club proved beneficial. Five Below sells trendy discount products primarily
priced under five dollars. The stock rallied on the heels of significant
financial improvements and strategic initiatives. The company reported strong
sales growth, driven by increased transactions and higher average ticket
prices. Operational efficiencies, better inventory management, and effective
marketing campaigns also contributed to performance. Additionally, the company
successfully mitigated the price impact of higher tariffs and managed to
reduce the adverse effects of inventory losses due to damage, theft and errors
(known as 'shrink rates'). The appointment of new executives, including a CFO
and Chief Merchandising Officer, further bolstered investor confidence. BJs
Wholesale Club is a membership-based warehouse club which offers discounted
groceries and general merchandise. The company experienced strong performance
over the past year, driven by consistent financial improvements and strategic
initiatives. As a result, the company reported record net sales, membership
growth, and adjusted earnings per share. Membership fee income increased, and
higher-tier membership penetration reached new highs. The company also saw
positive traffic growth and strong performance in its digital sales.
Additionally, BJs maintained robust cost discipline and expanded its
footprint with new club openings, which contributed to its overall financial
health and stock performance.
Elsewhere, our exposure to RBC Bearings added to performance. This precision
engineering company saw significant growth in its aerospace and defence
segment, with increased sales and gross margins. The industrial segment also
showed steady performance, while the acquisition of its competitor, VACCO,
contributed to a substantial increase in its order book.
Performance Attribution
Year ended 31st December 2025
% %
Contributions to total returns
Benchmark return 4.8
Asset Allocation 0.4
Stock Selection* (16.5)
Investment Manager Contribution (16.1)
Portfolio total return (11.3)
Impact of cash/gearing* 0.5
Management fee and Other administrative expenses (1.0)
Share buybacks 0.9
Other effects 0.4
Net Asset Value total return (10.9)
Share Price total return (15.3)
* Includes impact of FX movements.
Source: Morningstar/J.P. Morgan. All figures are on a total return basis.
Performance attribution analyses how the Company achieved its recorded
performance relative to its benchmark index.
A glossary of terms and APMs is provided on pages 96 to 98 of the Annual
Report.
Portfolio Positioning
Our investment philosophy remains focused on finding companies with durable
franchises, good management teams and stable earnings, that trade at a
discount to their intrinsic value. We stand by our conviction that the
investment case for smaller companies is appealing, especially for long-term
investors, as they include innovative companies that serve market niches and
thereby can be a way to access innovation early in its development.
We took the opportunities provided by the pronounced dislocation in the US
small caps market over the past year to selectively increase exposure to
high-quality names across several sectors. We also took some profits, and
reduced risk, by trimming some positions in higher-beta cyclicals and
rate-sensitive positions.
On both an absolute and a relative basis, our largest overweight is in the
industrials sector, followed by financials. Conversely, our most significant
underweights are in the health care, technology, and telecommunications
sectors.
Market Outlook
After a difficult 2025, where returns in US small cap companies were
concentrated in a narrow group of AI-related stocks and focused on speculative
themes, as we look ahead to 2026, we see promising opportunities across the
sector. Several factors point to better times ahead, for 2026 and beyond.
The valuation case for quality smaller companies is now even more compelling.
High-quality, profitable small caps fell to historically low valuations in
2025, underperforming weaker companies by record margins. History suggests
these extremes typically reverse, creating attractive entry points.
Importantly, small caps are beginning to show clear signs of recovery. They
have outperformed the broader market significantly since last April's lows.
Even more encouraging, small cap earnings growth exceeded large cap growth for
the first time in over three years during the third quarter of 2025. This was
partly an earnings phenomenon as small cap earnings growth topped that of
large caps for the first time in 13 reporting seasons.
Additionally, we remain optimistic about the health of the US economy as it
continues to demonstrate resilience and adaptability, outperforming many
forecasts, despite the past year's pervasive uncertainties. The unemployment
rate is holding relatively steady and consumer financial conditions remain
manageable. That said, geopolitical uncertainty and elevated energy prices in
the first quarter of 2026 have impacted the prospects for significant rate
cuts, and made the range of economic outcomes appear wider. Our research
analysts anticipate strong earnings growth for the S&P 500, projecting a
15% increase in 2026 and 13% in 2027. These positive forecasts reinforce our
confidence in the market's potential. However, we remain alert to risks that
could introduce volatility, such as risks due to tariff impacts, cracks in the
labour market and continued policy uncertainty.
Against this generally encouraging backdrop, we intend to maintain our search
for innovative, high-quality, smaller cap companies with attractive investment
cases. And just as we did in the past year we will continue to use any bouts
of market volatility to capitalise on compelling stock selection
opportunities, with a view to building on the Company's long-term track record
of strong capital growth. We acknowledge that the relative performance of the
Company in 2025 was challenging and frustrating. Our focus on high-quality
companies that can deliver over a cycle did not keep up with the market's
enthusiasm for AI and related themes. Over the long term, we maintain
conviction that a high-quality portfolio of US smaller companies can add
value over time.
Thank you for your continued support.
Don San Jose
Jon Brachle
Dan Percella
Portfolio Managers
16th April 2026
PRINCIPAL AND EMERGING RISKS
The Directors confirm that they have carried out a robust assessment of the
principal and emerging risks facing the Company, including those that would
threaten its business model, future performance, solvency or liquidity.
With the assistance of the Manager, the Audit Committee maintains a risk
matrix which identifies the principal risks to which the Company is exposed
and methods of mitigating against them as far as practicable. The risks
identified and the broad categories in which they fall, and the ways in which
they are managed or mitigated, are summarised below.
The AIC Code of Corporate Governance requires the Audit Committee to put in
place procedures to identify emerging risks. At each meeting, the Board
reviews all potential risks and considers emerging risks which it defines as
potential trends, sudden events or changing risks which are characterised by a
high degree of uncertainty in terms of occurrence probability and possible
effects on the Company. As the impact of emerging risks is understood, these
risks may be entered on the Company's risk matrix and mitigating actions
considered as necessary.
In assessing the risks and how they can be mitigated, the Board has given
particular attention to those risks that might threaten the viability of the
Company.
These principal and emerging risks are listed below. It should be noted that
the emergence of, or a change in, a risk can have an impact on another risk:
Change in risk
status during
Principal risk Description Mitigating activities the year
Demand driven factors
Lack of demand for shares Demand for the Company's shares may fall due to: • The Manager's sales team works with the Company's broker to engage ã
existing and potential shareholders throughout the year, especially in times
• Reduced interest in investment in the US market. of volatile markets and periods of under-performance (also see
Underperformance section below).
• Competing products and technologies (e.g. ETFs).
• The Manager and broker provide sales activity updates to the Board and are
• Poor performance. available to discuss issues throughout the year.
• Real or spurious adverse publicity about the Company or the Manager. • The Manager's marketing activity is tailored to reach retail shareholders,
who make up a significant part of the shareholder base.
• Reduced UK equity market depth.
Hostile shareholder action • Activist, arbitrage or hostile shareholder activity could increase • The share register is monitored and significant transactions are reviewed. áâ
volatility and distract from normal business.
• The Manager regularly discusses developments with the Company's broker and
reports these to the Board.
• The Board seeks broker feedback on major shareholder movements and market
sentiment.
• Board and Chair actively encourage communication with shareholders.
Shareholder communication challenges Increasing structural barriers within the investment trust community/sector • The Manager runs an investor communication programme, including meetings áâ
to: and presentations for major institutional investors and wider communications
via different channels.
• Direct and regular communication with shareholders.
• The Board meets major institutional shareholders, responds to questions
• Engagement around shareholder meetings and important votes. raised at AGMs and during the year, and oversees shareholder communications.
• Retail shareholders are contacted through formal notifications (including
signposting interim and annual reports) and encouraged to register for Company
updates.
• The Board monitors the Manager's sales, marketing and PR activity and
challenges the Manager where appropriate.
Supply driven factors
Underperformance Underperformance of the benchmark and/or peers may be caused by: • A broadly diversified portfolio is managed within Board‑approved ã
investment guidelines and restrictions.
• Market cyclicality, leading to sustained underperformance of style-biased
investment strategies. • The Manager monitors investments and provides the Board with timely
reporting (including performance, attribution, liquidity and risk analysis).
• Inappropriate investment decisions (e.g. poor asset allocation and
gearing). • The Board regularly reviews results and the investment process, and
challenges the Portfolio Managers at Board meetings.
• Additional oversight is provided through periodic reviews by the Manager's
senior investment leadership, and the Board holds a dedicated annual strategy
session.
Outsourcing Disruptions (including cyber incidents) at key service providers could: • The Board oversees the services provided by the Manager and key providers áâ
and reviews the related risk management and internal controls framework.
• Disrupt accounting, reporting, dealing, payments, or record‑keeping.
• The Manager has dedicated cyber security resources to identify and address
• Increase the risk of loss or misappropriation of assets. threats.
• The Manager maintains and tests business continuity and disaster recovery
arrangements (including alternative sites and remote working).
• Cyber controls, business continuity testing, and mitigation plans are
reported to the Board, including planning for loss of office access.
Cyber Crime Cyber attacks on the Manager, its affiliates and its systems could: • The Manager runs a cyber security management programme with a dedicated áâ
annual budget and has a third‑party oversight team which sets governance
• Disrupt operations or compromise information. expectations and enforces policies and standards for outsourced providers.
• Result in denial of service and/or ransomware. • The Company benefits directly and/or indirectly from all elements of
JPMorgan's Cyber Security programme.
• Controls are regularly tested, with updates reported through the quarterly
risk process to relevant Board/Audit committee forums.
• Key technology and physical security controls are independently audited on
a regular cycle against recognised standards.
• The Company and Manager obtain assurance from major service providers that
appropriate cyber security and resilience practices are in place.
Investment Team changes An unexpected change of Portfolio Manager(s) or loss of the Investment Team • The Board seeks and obtains periodic assurance that the Manager has áâ
could: effective succession planning and a team‑based approach to reduce reliance
on individuals.
• Disrupt the investment process.
• The Board engages with the Manager's senior leadership to monitor this
• Impact investment performance. risk and the related actions.
• Damage the Company's reputation.
Market environment
Market and Economic Market factors (e.g. geopolitical events, interest rate and inflation • Risk is partly managed through diversification and ongoing review of ã
concerns) and change in regulation may: investment strategy and portfolio construction with the Manager.
• Impact economic growth. • The Board oversees asset allocation, stock selection and gearing within
agreed guidelines and monitors how the investment process is being
• Change investors' risk appetites. implemented.
• Reduce the value of the Company's investments. • The Board can draw on the Manager's market strategists and, where needed,
external experts.
• Affect performance.
• If appropriate, and with shareholder approval where required, the Board
can change the investment policy and objectives to reflect market conditions.
Change in risk
status during
Emerging risk Description Mitigating activities the year
Emerging risk
Artificial Intelligence (AI) AI has become a powerful tool that will impact a huge range of areas. It • The Manager's investment process integrates financially material ã
could: considerations of the impact of AI when taking investment decisions.
• Be a significant driver for new business. • The Board works with the Manager to monitor the developments concerning AI
and its potential impact on the portfolio, our service providers and the wider
• Be a disrupter to current business models and processes. market.
• Lead to emerging uncertainty in corporate valuations.
• Lead to an increased potential risk from cyber related crime.
Change Key
ã Heightened áâ Stable ä Reduced
TRANSACTIONS WITH THE MANAGER
Details of the management contract are set out in the Directors' Report on
page 42 of the Annual Report. The management fee payable to the Manager for
the year was £1,935,000 (2024: £2,033,000) of which £nil (2024: £2,000)
was outstanding at the year end.
Included in administration expenses in note 6 on page 75 of the Annual Report
are safe custody fees amounting to £2,000 (2024: £3,000) payable to JPMorgan
Chase Bank N.A. of which £nil (2024: £nil) was outstanding at the year end.
Other capital charges (handling charges) on dealing transactions amounting to
£12,000 (2024: £10,000) were payable to JPMorgan Chase Bank N.A. during the
year of which £2,000 (2024: £2,000) was outstanding at the year end.
The Company also invests in the JPMorgan US Dollar Liquidity Fund, which is
managed by JPMorgan Asset Management (Europe) S.à.r.l. At the year end this
was valued at £1,168,000 (2024: £1,265,000). Income amounting to £313,000
(2024: £578,000) was receivable during the year of which £nil (2024: £nil)
was outstanding at the year end. The JPMorgan USD Liquidity Fund does not
charge a fee and the Company does not invest in any other investment fund
managed or advised by JPMorgan.
At the year end, total cash of £2,545,000 (2024: £10,000) was held with
JPMorgan Chase Bank N.A. A net amount of interest of £1,000 (2024: £1,000)
was receivable by the Company during the year from JPMorgan Chase Bank, N.A.
of which £nil (2024: £nil) was outstanding at the year end.
TRANSACTIONS WITH RELATED PARTIES
Full details of Directors' remuneration and shareholdings can be found on
pages 57 and 58 and in note 6 on page 75 of the Annual Report.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Directors are responsible for preparing the Annual Report and the
Financial Statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare the Annual Report and Financial
Statements for each financial year. Under that law, the Directors have elected
to prepare the Financial Statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United Kingdom Accounting Standards,
comprising Financial Reporting Standard 102, the Financial Reporting Standard
applicable in the UK and Republic of Ireland (FRS 102) and applicable law).
Under company law the Directors must not approve the Financial Statements
unless they are satisfied that taken as a whole, the Annual Report and
Financial Statements are fair, balanced and understandable, provide the
information necessary for shareholders to assess the Company's position and
performance, business model and strategy, and that they give a true and fair
view of the state of affairs of the Company and of the net return or loss of
the Company for that period. In order to provide these confirmations, and in
preparing these Financial Statements, the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether applicable UK Accounting Standards, comprising FRS 102,
have been followed, subject to any material departures disclosed and explained
in the Financial Statements; and
• prepare the Financial Statements on a going concern basis unless it
is inappropriate to presume that the Company will continue in business,
and the Directors confirm that they have done so.
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and to
enable them to ensure that the Financial Statements comply with the Companies
Act 2006. They are also responsible for safeguarding the assets of the
Company and hence for taking reasonable steps for the prevention and detection
of fraud and other irregularities.
The Financial Statements are published on the www.jpmussmallercompanies.co.uk
website, which is maintained by the Manager. The maintenance and integrity of
the website maintained by the Manager is, so far as it relates to the Company,
the responsibility of the Manager. The work carried out by the Auditors does
not involve consideration of the maintenance and integrity of this website
and, accordingly, the Auditor accepts no responsibility for any changes that
have occurred to the accounts since they were initially presented to the
website. The accounts are prepared in accordance with UK legislation, which
may differ from legislation in other jurisdictions.
Under applicable law and regulations the Directors are also responsible for
preparing a Directors' Report and Directors' Remuneration Report that comply
with that law and those regulations.
Each of the Directors, whose names and functions are listed on page 41 of the
Annual Report confirm that, to the best of their knowledge:
• the Financial Statements, which have been prepared in accordance with
United Kingdom Generally Accepted Accounting Practice (United Kingdom
Accounting Standards and applicable law), give a true and fair view of the
assets, liabilities, financial position and return or loss of the Company; and
• the Strategic Report includes a fair review of the development and
performance of the business and the position of the Company, together with a
description of the principal and emerging risks and uncertainties that it
faces.
The Board confirms that it is satisfied that the Annual Report and Financial
Statements taken as a whole are fair, balanced and understandable and provide
the information necessary for shareholders to assess the Company's position
and performance, business model and strategy.
The Board also confirms that it is satisfied that the Strategic Report and
Directors' Report include a fair review of the development and performance of
the business, and the Company, together with a description of the principal
risks and uncertainties that it faces.
For and on behalf of the Board
Dominic Neary
Chair
16th April 2026
STATEMENT OF COMPREHENSIVE INCOME
Year ended Year ended
31st December 2025 31st December 2024
Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000
Net (losses)/gains on investments held at fair value
through profit or loss - (35,610) (35,610) - 28,833 28,833
Net foreign currency gains/(losses) - 1,301 1,301 - (383) (383)
Income from investments 3,422 - 3,422 3,466 97 3,563
Interest receivable 314 - 314 579 - 579
Gross return/(loss) 3,736 (34,309) (30,573) 4,045 28,547 32,592
Management fee (387) (1,548) (1,935) (407) (1,626) (2,033)
Other administrative expenses (610) - (610) (572) - (572)
Net return/(loss) before finance costs and taxation 2,739 (35,857) (33,118) 3,066 26,921 29,987
Finance costs (279) (1,117) (1,396) (256) (1,021) (1,277)
Net return/(loss) before taxation 2,460 (36,974) (34,514) 2,810 25,900 28,710
Taxation (494) - (494) (489) - (489)
Net return/(loss) after taxation 1,966 (36,974) (35,008) 2,321 25,900 28,221
Return/(loss) per ordinary share 3.39p (63.77)p (60.38)p 3.74p 41.72p 45.46p
A dividend of 3.2p (2024: 3.1p) per ordinary share in respect of the financial
year ended 31st December 2025, amounting to £1,720,000 (2024: £1,879,000),
is recommended for approval by shareholders. Further information on dividends
is given in note 10 on page 79 of the Annual Report.
All revenue and capital items in the above statement derive from continuing
operations. No operations were acquired or discontinued in the year.
The 'Total' column of this statement is the profit and loss account of the
Company and the 'Revenue' and 'Capital' columns represent supplementary
information prepared under guidance issued by the Association of Investment
Companies.
Net return/(loss) after taxation represents the profit/(loss) for the year and
also Total Comprehensive Income.
STATEMENT OF CHANGES IN EQUITY
For the year ended 31st December
Called up Share Capital
share premium redemption Capital Revenue
capital account reserve reserves(1) reserve(1) Total
£'000 £'000 £'000 £'000 £'000 £'000
At 31st December 2023 1,638 45,758 1,851 226,987 3,491 279,725
Repurchase of ordinary shares into Treasury - - - (12,242) - (12,242)
Repurchase and cancellation of forfeited shares(2,3) (3) - 3 (42) - (42)
Net return - - - 25,900 2,321 28,221
Dividends paid in the year (note 10) - - - - (1,890) (1,890)
Forfeiture of unclaimed dividends (note 10)(2) - - - - 17 17
At 31st December 2024 1,635 45,758 1,854 240,603 3,939 293,789
Repurchase of ordinary shares into Treasury - - - (26,717) - (26,717)
Net (loss)/return after taxation - - - (36,974) 1,966 (35,008)
Dividends paid in the year (note 10) - - - - (1,830) (1,830)
At 31st December 2025 1,635 45,758 1,854 176,912 4,075 230,234
(1) These reserves form the distributable reserves of the Company and may
be used to fund distributions to shareholders. Further details can be found in
note 15 on page 79 of the Annual Report.
(2) During 2024, the Company undertook an Asset Reunification Program
to reunite inactive shareholders with their shares and unclaimed dividends.
In accordance with the Company's Articles of Association, the Company
exercised its right to forfeit the shares belonging to untraced shareholders
for a period of 12 years or more. These shares were bought back by the
Company and cancelled. The proceeds, net of costs, were returned to the
Company. In addition, any unclaimed dividends older than 12 years from the
date of payment of such dividend were forfeited and returned to the Company.
(3) The Company repurchased and subsequently cancelled forfeited
shares at a total cost of £400,000. The amount due on these forfeited shares
was £358,000, leading to a net cost of £42,000.
STATEMENT OF FINANCIAL POSITION
At At
31st December 31st December
2025 2024
£'000 £'000
Fixed assets
Investments held at fair value through profit or loss 252,670 316,510
Current assets
Debtors 235 265
Current asset investments 1,168 1,265
Cash at bank 2,545 10
3,948 1,540
Current liabilities
Creditors: amounts falling due within one year (26,384) (24,261)
Net current liabilities (22,436) (22,721)
Total assets less current liabilities 230,234 293,789
Net assets 230,234 293,789
Capital and reserves
Called up share capital 1,635 1,635
Share premium account 45,758 45,758
Capital redemption reserve 1,854 1,854
Capital reserves 176,912 240,603
Revenue reserve 4,075 3,939
Total shareholders' funds 230,234 293,789
Net asset value per ordinary share 428.5p 484.6p
STATEMENT OF CASH FLOWS
Year ended Year ended
31st December 31st December
2025 2024
£'000 £'000
Cash flows from operating activities
Net (loss)/return before finance costs and taxation (33,118) 29,987
Adjustment for:
Net losses/(gains) on investments held at fair value through profit or 35,610 (28,833)
loss
Net foreign currency (gains)/losses (1,301) 383
Dividend income (3,422) (3,563)
Interest income (314) (579)
Realised (losses)/gains on foreign exchange transactions (76) 44
Realised foreign currency exchange losses on JPMorgan USD Liquidity Fund (410) (464)
(Increase)/decrease in other debtors (7) 1
(Decrease)/increase in accrued expenses (49) 62
Net cash outflow from operations before dividends, interest and taxation (3,087) (2,962)
Dividends received 2,946 3,009
Interest received 314 657
Overseas withholding tax recovered 19 29
Net cash inflow from operating activities 192 733
Purchases of investments (90,096) (120,370)
Sales of investments 118,326 116,679
Net cash inflow/(outflow) from investing activities 28,230 (3,691)
Dividends paid (1,830) (1,890)
Refund from forfeiture of unclaimed dividends - 17
Net cost of repurchasing and cancelling forfeited shares(1) - (42)
Repurchase of ordinary shares into Treasury (26,616) (12,242)
Repayment of bank loan(2) (23,228) (7,850)
Draw down of bank loan(2) 27,099 7,888
Loan interest paid (1,392) (1,305)
Net cash outflow from financing activities (25,967) (15,424)
Increase/(decrease) in cash and cash equivalents 2,455 (18,382)
Cash and cash equivalents at start of year 1,275 19,237
Foreign currency exchange movements (17) 420
Cash and cash equivalents at end of year 3,713 1,275
Cash and cash equivalents consist of:
Cash at bank 2,545 10
Current asset investment in JPMorgan USD Liquidity Fund 1,168 1,265
Total 3,713 1,275
( )
(1) The Company repurchased and subsequently cancelled forfeited shares
at a total cost of £400,000. The amount due on these forfeited shares was
£358,000, leading to a net cash outflow of £42,000.
(2) Repayment and draw down of the bank loans are settled on a net
basis.
NOTES TO THE FINANCIAL STATEMENTS-
For the year ended 31st December 2025
1. Accounting policies
(a) General information and basis of accounting
The Financial Statements are prepared under the historical cost convention,
modified to include fixed asset investments at fair value, and in accordance
with the Companies Act 2006, United Kingdom Generally Accepted Accounting
Practice (UK GAAP), including 'the Financial Reporting Standard applicable in
the UK and Republic of Ireland' (FRS 102) and with the Statement of
Recommended Practice 'Financial Statements of Investment Trust Companies and
Venture Capital Trusts' (the SORP) issued by the Association of Investment
Companies in July 2022.
All of the Company's operations are of a continuing nature.
The Directors believe that having considered the Company's investment
objective (see page 27 of the Annual Report), risk management policies (see
pages 27 and 28 of the Annual Report), capital management policies and
procedures (see page 29 of the Annual Report), the nature of the portfolio and
expenditure projections, the Company has adequate resources, an appropriate
financial structure and suitable management arrangements in place to continue
in operational existence to 30th April 2027, being at least 12 months from the
date of approval of these Financial Statements. The Board has, in particular,
considered the impact of market volatility from the ongoing conflicts between
Ukraine and Russia and in the Middle East as well as continued uncertainty
regarding US domestic and foreign policy, and does not believe the Company's
going concern status is affected. For these reasons, the Directors consider it
appropriate to adopt the going concern basis of accounting in preparing the
Company's Financial Statements. They have not identified any material
uncertainties to the Company's ability to continue as a going concern.
The policies applied in these Financial Statements are consistent with those
applied in the preceding year.
2. Dividends
(a) Dividends paid and declared
2025 2024
Pence £'000 Pence £'000
Dividend paid
Final dividend in respect of prior year 3.1 1,830 3.0 1,890
Total dividends paid in the year 3.1 1,830 3.0 1,890
Forfeiture of unclaimed dividends over 12 years - - - (17)
Net dividends 3.1 1,830 3.0 1,873
All dividends paid and declared in the year have been funded from the revenue
available for distribution.
The final dividend proposed in respect of the year ended 31st December 2024
amounted to £1,879,000. However, the amount paid amounted to £1,830,000 due
to shares repurchased after the balance sheet date but prior to the record
date.
(b) Dividends for the purposes of Section 1158 of the Corporation Tax
Act 2010 (Section 1158)
The requirements of Section 1158 are considered on the basis of dividends
declared in respect of the financial year, shown below.
The revenue available for distribution by way of dividend for the year is
£1,966,000 (2024: £2,321,000).
2025 2024
Pence £'000 Pence £'000
Final dividend 3.2 1,720 3.1 1,879
Total dividend for Section 1158 purposes 3.2 1,720 3.1 1,879
In accordance with the accounting policy of the Company, the final dividend
declared in respect of the year ended 31st December 2025, will be reflected
in the Financial Statements for the year ending 31st December 2026.
3. (Loss)/return per ordinary share
2025 2024
£'000 £'000
Revenue return 1,966 2,321
Capital (loss)/return (36,974) 25,900
Total (loss)/return (35,008) 28,221
Weighted average number of ordinary shares, excluding Treasury shares, in
issue
during the year 57,978,084 62,082,503
Revenue return per ordinary share 3.39p 3.74p
Capital (loss)/return per ordinary share (63.77)p 41.72p
Total (loss)/return per ordinary share (60.38)p 45.46p
4. Net asset value per ordinary share
2025 2024
Net assets (£'000) 230,234 293,789
Number of ordinary shares in issue 53,735,306 60,622,264
Net asset value per ordinary share 428.5p 484.6p
16th April 2026
For further information, please contact:
Priyanka Vijay Anand
For and on behalf of
JPMorgan Funds Limited - Company Secretary
E-mail: jpmam.investment.trusts@jpmorgan.com
(mailto:jpmam.investment.trusts@jpmorgan.com)
Telephone: 0800 20 40 20 or or +44 1268 44 44 70
ENDS
Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on the Company's website (or any other website) is
incorporated into, or forms part of, this announcement.
A copy of the full Annual Report will be submitted to the National Storage
Mechanism and will be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) and also on the
Company's website at www.jpmussmallercompanies.co.uk
(http://www.jpmussmallercompanies.co.uk) where up to date information on the
Company, including daily NAV and share prices, factsheets and portfolio
information can also be found.
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