Artisan Partners UK LLP (identified as “Artisan UK” in this brochure) is a limited liability partnership
organized under the laws of England and Wales. The business of Artisan UK is controlled by its founder
member, Artisan Partners Limited, a private limited company organized under the laws of England and
Wales.
Artisan UK delegates investment management authority to its advisory affiliate, Artisan Partners Limited
Partnership (“APLP”, and together with Artisan UK, “Artisan Partners”); however, Artisan UK remains legally
responsible for general oversight of all delegated investment advisory services. Artisan UK is also registered
with the United Kingdom Financial Conduct Authority (the “FCA”) and authorized by the FCA to carry on
certain regulated activities in the U.K.
Artisan Partners Limited is wholly owned by Artisan Partners Holdings LP. APLP is also wholly owned,
directly and indirectly, by Artisan Partners Holdings LP. Artisan Partners Holdings LP is a limited partnership
organized under the laws of Delaware whose sole general partner is Artisan Partners Asset Management
Inc. (“APAM”), a publicly traded company the Class A common stock of which is listed on the New York
Stock Exchange, and also a Delaware corporation. More information concerning Artisan Partners can be
found by visiting www.artisanpartnersuk.com.
In addition to its ownership of Artisan Partners Limited, Artisan Partners Holdings LP also owns 100% of
Artisan Partners Distributors LLC (“Artisan Distributors”), an SEC registered, limited purpose broker-dealer,
which serves primarily as distributor of the securities of Artisan Partners Funds, Inc. (“Artisan Partners
Funds”), a US open-end diversified management investment company. Artisan Distributors is also
authorized, on a limited basis, to sub-distribute shares of Artisan Partners Global Funds plc (“Artisan
Partners Global Funds”), an open-ended investment company registered with the Central Bank of Ireland
pursuant to the European UCITS Directive. Artisan Distributors may also, from time to time, privately place
direct participation program securities issued by an unregistered investment fund organized and
sponsored by Artisan Partners or an affiliate.
Artisan Partners’ autonomous investment teams oversee a range of investment strategies across multiple
asset classes, which are offered through a variety of investment products and arrangements. Information
on each investment team is included in the section of this brochure entitled “Methods of Analysis,
Investment Strategies and Risk of Loss.”
APLP serves as investment adviser to a variety of separately managed accounts, unregistered pooled
investment vehicles, trustees of collective investment trusts, and to each series of Artisan Partners Funds.
APLP also serves as investment adviser to each sub-fund of Artisan Partners Global Funds, an open-ended
investment company registered with the Central Bank of Ireland pursuant to the European UCITS Directive.
Artisan UK serves as a distributor to Artisan Partners Global Funds.
Artisan Partners generally does not tailor its investment management services to the individual needs of
clients. Generally, client portfolios in each strategy are managed to a single model, consistent with the
portfolio characteristics described below. However, a client may, with Artisan Partners’ consent, impose
limited restrictions on investment in certain securities or types of securities in its account. Artisan Partners’
compliance monitoring of client accounts is based on its clients’ specific investment guidelines which are
made a part of each client’s investment management agreement. For more information, see the sub-
section below entitled “Managing Divergent Investment Restrictions and Cash in Client Accounts.” Each
pooled investment vehicle sponsored by Artisan Partners is managed in accordance with its investment
guidelines and restrictions and is not tailored to the individualized needs of any particular fund investor,
and an investment in such a vehicle does not, in and of itself, create an advisory relationship between the
investor and Artisan Partners.
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Artisan Partners generally accepts responsibility for management of a client account on a discretionary
basis and each client enters into a written investment management agreement with Artisan UK or APLP
granting discretionary authority, including the authority in agreements with Artisan UK for Artisan UK to
delegate investment management and operations to APLP.
Managing Divergent Investment Restrictions and Cash in Client Accounts
Client portfolios in each strategy generally are managed to a single model. A client’s portfolio may, and
often will, diverge from Artisan Partners’ model portfolio because of cash flows, divergent investment
guidelines, limitations on specific types of investments (for example, derivatives or short selling), access to
markets (for example, India) or certain other reasons. Cash flows may, and often will, result in more or less
cash in a client’s account than in Artisan Partners’ model portfolio, and in weightings of portfolio securities
that are not aligned with the model. Client-imposed investment restrictions generally result in weightings
of portfolio securities that are not aligned with Artisan Partners’ model and, in some cases, more or less
cash than is held in the model portfolio. Certain client-imposed restrictions or other account limitations
likely will also result in a different risk profile compared to the model portfolio. For example, an account
that is unable to trade options would have a different risk profile if the model portfolio uses an option.
When that occurs, Artisan Partners will determine whether the restricted account should increase,
decrease or maintain its position size based on the desired risk profile of the account. Artisan Partners
typically rebalances a client’s account to the model portfolio periodically, deploying cash across all or a
portion of the holdings in a client’s portfolio (subject to minimum transaction sizes). As a result, a client
whose investment restrictions prohibit holding a particular security or limit the weighting of a particular
security or group of securities will generally have larger weightings in some or all of the other securities
that are held. In some instances, the investment team will select a replacement security or instrument or
have a higher cash weighting when a model holding is restricted under a client’s investment guidelines.
The rebalancing of accounts can result in multiple transactions in the same security, including opposite-
way transactions, in a short period of time. Artisan Partners believes the benefits of this approach to the
management of divergent positions generally outweigh the potential costs of those transactions. Client-
imposed investment restrictions sometimes affect the timing or manner of purchase or sale of a security.
So, for example, if a client account cannot participate in an initial public offering of a security that will be
held in the portfolio past the day of the initial public offering, Artisan Partners will generally purchase that
security for the account in the open market after completion of the offering. Artisan Partners generally
does not accept accounts subject to investment restrictions that Artisan Partners believes would materially
adversely affect its ability to manage its other client accounts.
Divergence from Artisan Partners’ model portfolio, as a result of client-imposed investment restrictions,
cash flows or other reasons, will result in differences between the return achieved in a client’s account and
the strategy’s composite return. The divergences may be greater for accounts managed in strategies that
invest in investments with less liquidity such as fixed-income investments due to, for example, lower
availability and liquidity of such investments at the time an investment is made. Client accounts in which
client-imposed investment restrictions are believed to have a potentially material impact on the
implementation of the strategy are, based on Artisan Partners’ judgment, excluded from the strategy’s
composite.
Management of cash balances in a client’s account is determined at the beginning of the relationship.
Generally, cash is invested in one or more investment alternatives provided by the custodian of the client’s
account, as selected by the client.
Other Investment Related Information
Professional Qualifications
All investment decisions for client accounts are made by the portfolio manager(s) for that strategy,
working with associate portfolio managers, investment analysts, traders and/or risk managers dedicated to
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or supporting that investment team. On certain investment teams, analysts, associate portfolio managers,
traders and other investment professionals have a broad degree of latitude when implementing the
portfolio manager’s decisions. Artisan Partners generally employs persons as portfolio managers only if
those persons have demonstrated ability in the investment advisory industry or securities industry. The
professional qualifications of each of Artisan Partners’ portfolio managers are set forth in brochure
supplements provided to Artisan Partners’ clients and potential clients.
Portfolio Turnover
There are no limitations on the length of time securities must be held in any strategy. The firm may, for
example, sell securities within a short period of time after purchase in light of a change in the
circumstances of a particular company or industry or in general market or economic conditions. A higher
rate of portfolio turnover, if it occurs, results in increased transaction expenses and the realization of capital
gains or losses that, in a taxable account, may reduce performance.
Investment Guidelines and Restrictions
Compliance with certain investment guidelines is measured at the time of purchase or at the time of
initiation of a position in a strategy. Because of this, a newly-funded account will exceed those limits if
market movements have caused Artisan Partners’ model portfolio to be above those limits at the time the
new account is funded. Similarly, cash inflows to existing accounts are generally invested to maintain the
relative weightings of the securities held in the portfolio, even if market movements have caused the
account to be above certain limits at the time of the cash inflow. As an example, Artisan Partners has
limited exposure to individual issuers within certain of its strategies to a maximum of 5% of the assets of a
portfolio, measured at market value at the time of purchase. However, if at the time of the cash inflow an
issuer comprises more than 5% of the portfolio’s assets due to market movement, the portfolio will
generally purchase additional securities of that issuer to invest the cash inflow and maintain the weighting
consistent with the model portfolio.
Certain strategies also have market capitalization guidelines that reference the market capitalizations (or
another market capitalization metric such as weighted average market capitalization) of the companies
included in a relevant benchmark index. Changes in the composition of those indexes can cause
significant fluctuations in the benchmark market capitalizations, which will cause the market capitalization
of a portfolio, or the securities held in a portfolio, to be larger or smaller than the market capitalization or
related metric of securities within the benchmark index for a period of time following such change.
For the purpose of testing compliance with each strategy’s investment restrictions, absent specific
instructions to the contrary, Artisan Partners generally considers an issuer to be from a particular country as
designated by its securities information vendors, which may change from time to time. However, each
investment team, in its own judgment, may consider an issuer to be from a country other than the country
designated by the securities information vendors. In determining the country designations of issuers, each
investment team and/or Artisan Partners’ vendors use a range of criteria, including the identity of the
jurisdiction of the issuer’s incorporation, the main equity trading market for the issuer’s securities, the
geographical distribution of the issuer’s operations, the location of the issuer’s headquarters or other
criteria, such as the source of a company’s revenues. In addition, the country designations shown in client
reports may differ from the classifications used for purposes of testing compliance with investment
restrictions. Over time, country designations may change.
Also for the purpose of testing compliance with each strategy’s investment restrictions, absent specific
instructions to the contrary, Artisan Partners generally assigns portfolio securities and instruments to a
particular sector and industry in accordance with the sector and industry classifications as designated by its
securities information vendors, which may change from time to time. However, each investment team, in
its own judgment, may determine that a different classification is more appropriate. Therefore,
classifications may differ by strategy and
investment team. In determining a security’s sector or industry
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classification, each investment team and/or Artisan Partners’ vendors use a range of criteria, including
using information or classifications of other securities information vendors, the company description
and/or other publicly available information. In addition, the industry classifications shown in client reports
may differ from the classifications used for purposes of testing compliance with investment restrictions.
Sector and industry classifications may change over time.
Currency Transactions
Artisan Partners buys and sells currencies to facilitate purchases and sales of portfolio securities of
companies that are denominated in a currency other than a client’s base currency and, with respect to
certain investment strategies, to increase or decrease economic exposure to a particular currency. Artisan
Partners’ primary objective in effecting currency transactions is to obtain the best combination of net price
and execution under the circumstances. To facilitate purchases and sales of portfolio securities that trade
in currencies other than a client’s base currency, Artisan Partners typically executes foreign exchange
contracts in the spot market either by transacting with various third party foreign exchange dealers or
through active market trading with the capital markets (foreign exchange) desk affiliated with the client’s
custodial bank. Artisan Partners reviews market rates at the time of each execution and actively negotiates
the rate with the foreign exchange dealer. Artisan Partners does not send foreign exchange transactions in
connection with equity trades to a custodian for future execution without negotiating the rates associated
with those trades unless it is directed to do so by the client, it is effectively required by local regulation or
custom, or Artisan Partners believes the potential operational risk of a negotiated trade outweighs the
potential benefits of a negotiated trade.
For corporate actions such as mergers and offerings of rights and warrants, as well as cash dividends and
interest income denominated in a currency other than a client’s base currency, Artisan Partners typically
executes foreign exchange contracts in the spot market on a periodic basis through active negotiations as
discussed above.
There are markets in which active trading of foreign currency with a foreign exchange dealer is restricted
by market practice, is operationally challenging or could be unavailable due to custodian limitations. In
those markets, Artisan Partners may arrange with the client’s custodian or sub-custodian for the foreign
exchange transactions to be executed in the local market (a current example of such market is Taiwan).
Evaluations of the services provided by dealers, including the reasonableness of rates received, are made
on an ongoing basis by Artisan Partners, taking into consideration a variety of factors, including for
example trade size, counterparty/settlement risk and operational risk. Transacting with third-party dealers
will often cause an account to incur additional fees, such as wire fees for each currency transaction, that
are not charged if the foreign exchange contract is transacted through the custodian bank. Additionally,
there are often operational advantages to using the custodian bank, such as contractual settlement and
systematic communication between the custodian bank’s currency trading operations and its equity
settlements operations. In those markets where Artisan Partners must purchase or sell currencies through a
client's custodian or sub-custodian for execution in the local market, Artisan Partners periodically reviews
the rates received for reasonableness.
With respect to each foreign exchange transaction, a client may not receive the same price received by
other clients within the same strategy or the price that could have been received if the transaction had
been executed with a different counterparty. Artisan Partners seeks to cooperate with individual client
requests with respect to the use of third party foreign exchange dealers. However, active negotiation of
rates and/or transactions executed with counterparties other than the capital markets (foreign exchange)
desk affiliated with the client’s custodian (or affiliate of the custodian) or sub-custodian may not be
possible due to market limitations or limitations of the custodian or, where possible, may be less beneficial
to a client due to the costs associated with such transactions or the potential for increased settlement,
operational or other counterparty risks described above. Certain clients may be restricted in their ability to
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execute foreign exchange transactions with certain dealers. Artisan Partners generally aggregates foreign
exchange transactions on behalf of these clients with foreign exchange transactions on behalf of other
clients and, as a result, clients who are otherwise unrestricted in their ability to select counterparties for
foreign exchange transactions may be unable to execute trades with certain dealers.
Significant Shareholder Reporting
From time to time, Artisan Partners is required by applicable laws, rules and regulations to file reports with
an issuer and/or regulators that contain information about its clients’ holdings of the issuer when the
holdings are large enough to require reporting. Those reports are often publicly available and, in limited
circumstances, require disclosure of the client’s identity and holdings.
In addition, Artisan Partners’ clients can hold a position in an issuer that is large enough to require
reporting by the client to the issuer and/or regulators under applicable laws, rules and regulations. Artisan
Partners generally does not monitor or advise on reporting requirements for clients other than Artisan
Partners Funds, Artisan Partners Global Funds and unregistered pooled investment vehicles that it
sponsors (each, a “Private Fund”) because, among other reasons, Artisan Partners does not have an ability
to properly monitor the aggregate holdings of clients and such monitoring is generally handled by each
client’s other service providers.
Communications with Portfolio Company Management
Members of Artisan Partners’ investment teams frequently communicate with management at companies
in which the firm invests, which typically include discussions of ideas about the companies’ prospects or
strategies. From time to time, Artisan Partners also communicates with a company’s board of directors or
members of a company’s advisory or similar board. In some circumstances, Artisan Partners might actively
participate in a shareholder meeting (including submitting an item for inclusion on the agenda of a
meeting) or otherwise act in a public manner to communicate an investment team’s views about a
particular company’s business strategy.
In addition, although it has no obligation to do so, Artisan Partners from time to time serves on creditors’
committees, equityholders’ committees or similar groups formed by creditors or other parties in
connection with investments in certain distressed companies that may or may not be in bankruptcy or in
connection with distressed debt instruments, or otherwise in connection with certain restructuring issues,
in order to protect its clients’ interests as creditor or equityholder of a company. In doing so, Artisan
Partners can be subject to certain obligations as a member of the committee, including, but not limited to,
various trading and/or confidentiality restrictions. For example, in certain circumstances Artisan Partners
may, for a period of time, be restricted or prohibited under applicable law from transacting in instruments
of the subject company as a consequence of its service on the committee or group. Artisan Partners
generally can resign from a committee or group but may, in some circumstances, continue to be subject
to its obligations as a member of the committee or restrictions on transactions even after resignation.
Class Actions
Artisan Partners tries to identify settlements of US-style securities class actions as a result of which a client
may have a claim in connection with a portfolio security held or previously held by the client in an account
managed by Artisan Partners. Artisan Partners will use reasonable efforts to notify its clients of these
settlements and provide any information in its possession that a client reasonably requests to assist the
client, its custodian, its primary adviser (in the case of clients for which Artisan Partners is sub-adviser),
administrator or other service providers in submitting a claim. However, each client’s custodian should
provide the client with the required documents because the securities are held in the client’s name at the
custodian. The client should direct its custodian, or other service provider, as to the manner in which such
matters should be handled. Unless otherwise specifically agreed with a client, Artisan Partners does not file
claims for clients other than Artisan Partners Funds, Artisan Partners Global Funds and Private Funds.
Artisan Partners does not decide on behalf of a client, or recommend any decision to a client, as to
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whether a client should submit a claim for a settlement, opt in to a lawsuit, opt out of a settlement or
otherwise participate in litigation. Artisan Partners does not generally act (for itself or on behalf of clients)
as plaintiff in US or non-US lawsuits or opt-in to non-US lawsuits because Artisan Partners believes that the
time commitment that could be required from members of the investment team could have an adverse
effect on the team’s ability to manage client portfolios and active litigation against a company by Artisan
Partners may impede open communication with management of that company or other companies.
Issuer Relationships
Unless otherwise prohibited by a client, Artisan Partners does not restrict the ability of a client account to
invest in a security solely because the security is issued by a company, or an affiliate of a company, that is
also a client of or has a business relationship with Artisan Partners or its affiliates, or because a director or
officer of the issuing company or an affiliate of the issuing company is a client or has another business
relationship (including service as a director) with Artisan Partners or its affiliates. For example, the portfolio
of Client A may hold securities issued by Client B, or issued by a company, a director of which is also a
director of Artisan Partners Funds or APAM.
Transactions in securities by Artisan Partners’ personnel, including personal transactions, are governed by a
comprehensive code of ethics, discussed in more detail under the section of this brochure entitled “Code
of Ethics, Participation or Interest in Client Transactions and Personal Trading.”
Confidential Client Information
Artisan Partners maintains the confidentiality of client information and does not sell client information.
Artisan Partners also does not disclose confidential client information to anyone except as specifically
permitted by a client, as needed to provide advisory services to a client, as requested by a regulator, or as
otherwise required or permitted by law. For example, Artisan Partners may be required to share
confidential client information in connection with corporate actions, to settle a specific transaction, or in
connection with shareholder reporting.
Model Delivery
Artisan Partners provides non-discretionary model portfolios to certain institutional clients and sponsors of
managed account programs. Artisan Partners provides the sponsor with a model portfolio that represents
the securities Artisan Partners recommends for a particular strategy and the sponsor uses the model
portfolio to assist in developing one or more portfolios for itself or its clients (the “model delivery
programs”). The sponsor pays Artisan Partners for the delivery of a model portfolio and clients in the model
delivery program typically pay the sponsor fees for its services. Artisan Partners does not act as investment
adviser to clients utilizing a model delivery program when it provides a model portfolio. In creating the
model portfolio, Artisan Partners uses the same sources of information and investment personnel that are
used to manage Artisan Partners’ other client accounts.
The holdings and performance of accounts managed in the model delivery program will typically not
match the discretionary accounts managed by Artisan Partners even when they follow the same
investment strategy. The dispersion typically results from (i) the sponsor deciding when and if to buy any
particular investment; (ii) the timing of delivering the model portfolio; (iii) guidelines or overlay programs
such as a tax overlay program, applied by the sponsor; (iv) transaction costs; and (v) model portfolios
typically not including initial public offerings. Please see the section of this brochure entitled “Brokerage
Practices” for more detailed information.
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