Ticker Symbols RNOTX & RNHIX

RIVERNORTH FUNDS RiverNorth/Oaktree High Income Fund (Ticker Symbols RNOTX & RNHIX)

March 4, 2019

SUPPLEMENT TO PROSPECTUS DATED January 28, 2019

The RiverNorth/Oaktree High Income Fund to Eliminate Redemption Fee

At a meeting of the Board of Trustees (the “Board”) of RiverNorth Funds held on February 21, 2019, the Board approved the elimination of the 2% redemption fee on amounts withdrawn within 90 days of purchase for the RiverNorth/Oaktree High Income Fund (the “Fund”).

Therefore, as of March 4, 2019, all references to the redemption fee, but especially those in the prospectus sections entitled “Summary Sections” under the subheading Fees and Expenses of the Fund, “How to Buy Shares” under the subheading Other Purchase Information, and “How to Redeem (Sell) Shares” under the subheading Redemption Fee are amended accordingly.

RIVERNORTH FUNDS c/o ALPS Fund Services, Inc. 1290 Broadway, Suite 1100 Denver, Colorado 80203 1-888-848-7569

Please retain this supplement with your Prospectus for future reference. OPPORTUNISTIC INVESTMENT STRATEGIES

1.28.201

Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Funds’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifi cally request paper copies of the reports. Instead, the reports will be made available on the Funds’ website at www.RiverNorth.com and you will be notifi ed by mail each time a report is posted and provided with a website link to access the report. Beginning on January 1, 2019, you may, notwithstanding the availability of shareholder reports online, elect to receive all future shareholder reports in paper free of charge. If you invest through a fi nancial intermediary, you can contact your fi nancial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with a Fund, you can call 1-888-848-7569 to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held with RiverNorth Funds. If you already elected to receive shareholder reports electronically, you will not be aff ected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from a Fund electronically anytime by contacting your fi nancial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by enrolling at www.RiverNorth.com. Prospectus RIVERNORTH/OAKTREE HIGH INCOME FUND Class I: RNHIX, Class R: RNOTX

Investment Adviser: RiverNorth Capital Management, LLC 325 N. LaSalle Street, Suite 645 Chicago, IL 60654

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved these securities or determined if this Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

TABLE OF CONTENTS

SUMMARY SECTION ...... 2 Investment Objecti ve ...... 2 Fees and Expenses of the Fund ...... 2 Example ...... 2 Portf olio Turnover ...... 3 Principal Investment Strategies ...... 3 Principal Risks ...... 7 Performance ...... 13 Portf olio Management ...... 14 Buying and Selling Fund Shares ...... 15 Tax Informati on ...... 16 Payments to Broker-Dealers and Other Financial Intermediaries ...... 16

ADDITIONAL INFORMATION ABOUT THE FUND’S PRINCIPAL STRATEGIES AND RELATED RISKS . . 17 The Fund’s Investment Objecti ve ...... 17 The Fund’s Principal Strategies ...... 17 The Fund’s Principal Investment Risks ...... 21 Other Informati on About the Fund ...... 31

HOW TO BUY SHARES ...... 31 Opening an Account ...... 31 Purchasing Shares ...... 32 Minimum Investments ...... 33 Other Purchase Informati on ...... 34

HOW TO REDEEM (SELL) SHARES ...... 35 Redeeming Shares ...... 35 Redeeming By Mail ...... 35 Telephone Redempti ons ...... 36 Redempti ons-In-Kind ...... 36 Redempti on Fee ...... 36 Additi onal Redempti on Informati on ...... 36

DISTRIBUTION PLAN ...... 37 VALUING THE FUND’S ASSETS ...... 37 DIVIDENDS, DISTRIBUTIONS AND TAXES ...... 38 Dividends and Distributi ons ...... 38 Taxes ...... 38

MANAGEMENT OF THE FUND ...... 39 Portf olio Managers ...... 40

SHAREHOLDER STATEMENTS AND REPORTS ...... 41 FINANCIAL HIGHLIGHTS ...... 42 PRIVACY POLICY ...... 49 FOR MORE INFORMATION ...... Back Cover

Prospectus | January 28, 201 9 1 RiverNorth/Oaktree High Income Fund

SUMMARY SECTION

Investment Objecti ve The Fund’s investment objecti ve is overall total return consisti ng of long-term capital appreciati on and income.

Fees and Expenses of the Fund This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.

Class R Class I Shares Shares Shareholder Fees (fees paid directly from your investment) Redempti on Fee (as a % of amount redeemed if held less than 90 days) 2.00% 2.00% Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) Management Fees 1.00% 1.00% Distributi on and/or Service (12b-1) Fees 0.25% None Other Expenses 0.54% 0.54% Acquired Fund Fees and Expenses(1) 0.32% 0.32% Total Annual Fund Operati ng Expenses 2.11% 1.86% Fee Waiver/Reimbursement(2) (0.18)% (0.18)% Total Annual Fund Operati ng Expenses Aft er Waiver 1.93% 1.68%

(1) Acquired Fund Fees and Expenses are the indirect costs of investing in other investment companies. The operating expenses in this fee table will not correlate to the expense ratio in the Fund’s fi nancial highlights because the fi nancial statements include only the direct operating expenses incurred by the Fund. (2) The Fund’s adviser has contractually agreed to defer management fees and/or reimburse expenses (excluding brokerage fees and commissions; borrowing costs such as (a) interest and (b) dividends on securities sold short; taxes; indirect expenses incurred by the underlying funds in which the Fund invests; and extraordinary expenses) of the Fund until at least January 31, 2020 in order to maintain the Total Annual Fund Operating Expenses After Fee Deferral and/or Reimbursement at 1.60% and 1.35% for the Class R shares and Class I shares, respectively. This agreement may be terminated by the Fund’s Board of Trustees on 60 days written notice to the adviser. Any deferral or reimbursement is subject to repayment by the Fund within three years following the fi scal year in which the expenses occurred if the Fund is able to make the repayment without exceeding its current expense limitation and the repayment is approved by the Board of Trustees. Example This Example is intended to help you compare the cost of investi ng in the Fund with the cost of investi ng in other mutual funds.

The Example assumes that you invest $10,000 in the Fund for the ti me periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year, and that the Fund’s operati ng expenses remain the same, except the ﬁ rst year which is covered by an expense cap and fee limitati on agreement.

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Although your actual costs may be higher or lower, based on these assumptions, your costs would be: 1 Year 3 Years 5 Years 10 Years Class R Shares $196 $643 $1,117 $2,424 Class I Shares $171 $567 $989 $2,162

Portf olio Turnover The Fund pays transacti on costs, such as commissions, when it buys and sells securiti es (or “turns over” its portf olio). A higher portf olio turnover rate may indicate higher transacti on costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not refl ected in annual operati ng expenses or in the Example, aff ect the Fund’s performance. For the fi scal year ended September 30, 2018, the Fund’s portf olio turnover rate was 76% of the average value of its portf olio.

Principal Investment Strategies The Fund is a diversiﬁ ed series of RiverNorth Funds. The Fund’s adviser allocates the Fund’s assets among three principal strategies: a Tacti cal Closed-End Fund strategy, a High Yield strategy and a Senior Loan strategy. The amount allocated to each of the principal strategies may change depending on the adviser’s assessment of market risk, security valuati ons, market volati lity, and the prospects for earning income and total return. The adviser determines which porti on of the Fund’s assets are allocated to each strategy, although there is no set minimum for any strategy. Therefore, the amount allocated to any individual strategy may be between 0% and 100%. However, the adviser anti cipates it will, under normal circumstances, allocate some porti on of the Fund’s assets to each of the three strategies at any given ti me. The adviser manages the Tacti cal Closed-End Fund strategy. The sub- adviser manages the High Yield and Senior Loan strategies.

Under normal circumstances, the Fund will invest at least 80% of its assets in income-producing securiti es and instruments including, but not limited to, corporate bonds (including high-yield, below investment grade bonds, which are someti mes referred to as “junk bonds”), government- issued bonds, converti ble bonds, preferred stocks, senior loans (which the Fund deﬁ nes as a type of security for purposes of this prospectus), and shares of closed-end funds, exchange-traded funds (“ETFs”) and other investment companies (collecti vely, “Underlying Funds”) that invest principally in ﬁ xed income securiti es. The Fund may also invest in unregistered (Rule 144A) securiti es to the extent permitt ed by the Investment Company Act of 1940, as amended (the “1940 Act”). The adviser’s and sub-adviser’s security selecti on processes are described below. The adviser or sub-adviser may liquidate positi ons in order to implement a change in the adviser’s overall asset allocati on or to generate cash to invest in more att racti ve opportuniti es. A porti on of the Fund may also be acti vely managed resulti ng in a larger porti on of any net gains in the Fund being realized as short-term capital gains. In additi on, the adviser or sub-adviser may sell a security if there is a negati ve change in the fundamental or qualitati ve characteristi cs of the issuer or when its price approaches, meets or exceeds the target price established by the adviser or sub-adviser, as applicable. The Fund may borrow money from its custodian or other banks to pay unanti cipated redempti on requests rather than liquidate portf olio holdings at inopportune ti mes. These borrowings will be temporary and will be made in accordance with the requirements of the 1940 Act.

Tacti cal Closed-End Fund Strategy In implementi ng the Fund’s Tacti cal Closed-End Fund strategy, the adviser allocates that porti on of the Fund’s investments primarily among Underlying Funds that invest in U.S. and foreign equiti es (including those issued in emerging markets), domesti c and internati onal ﬁ xed income instruments,

Prospectus | January 28, 201 9 3 RiverNorth/Oaktree High Income Fund

opti ons and securiti es converti ble into equity securiti es and preferred equiti es. Allocati ons to asset classes, investment vehicles, sectors and countries are made based on the research and judgment of the adviser. The adviser considers a number of factors when selecti ng Underlying Funds, including fundamental and technical analysis to assess the relati ve risk and reward potenti al throughout the ﬁ nancial markets. The term “tacti cal” is used to indicate that the porti on of the Fund’s assets allocated to this strategy will invest in closed-end funds to take advantage of pricing discrepancies in the closed-end fund market. At ti mes, the adviser may acti vely trade the Fund’s holdings to take advantage of these pricing discrepancies.

ETFs will be selected based on their ability to off er specifi c asset class, sector and style exposure in a cost- and tax-effi cient manner.

The adviser also may invest directly in the equity and debt securiti es of U.S. and foreign corporate issuers and U.S. Government securiti es to gain access to sectors or market segments not represented by other investment companies. Equity securiti es purchased by the Fund may include, but are not limited to, common stocks, preferred stocks, converti ble securiti es, and warrants to buy common stocks. Fixed income securiti es purchased by the Fund may include corporate bonds, U.S. Treasury securiti es and municipal bonds. In additi on, the Fund may invest without limitati on in foreign securiti es, including securiti es issued in emerging market countries, either directly or by purchasing sponsored or unsponsored American Depositary Receipts (ADRs). Unsponsored ADRs are generally established by banks or brokers and may not share in the beneﬁ ts or voti ng rights of sponsored ADRs.

The Fund may invest in special purpose acquisiti on companies (“SPACs”). SPACs are collecti ve investment structures that pool funds in order to seek potenti al acquisiti on opportuniti es. SPACs and similar enti ti es may be blank check companies with no operati ng history or ongoing business other than to seek a potenti al acquisiti on. Certain SPACs may seek acquisiti ons only in limited industries or regions, which may increase the volati lity of their prices. Investments in SPACs may be illiquid and/ or be subject to restricti ons on resale. To the extent the SPAC is invested in cash or similar securiti es, this may impact a Fund’s ability to meet its investment objecti ve.

The Fund may enter into total return swaps. Total return swaps are agreements that provide the Fund with a return based on the performance of an underlying asset (called a “reference asset”), in exchange for fee payments to a counterparty based on a specifi c rate of return. The diff erence in the value of these income streams is recorded daily by the Fund, and is sett led in cash at the end of each month. The fee paid by the Fund will typically be determined by multi plying the face value of the swap agreement by an agreed upon interest rate. In additi on, if the reference asset declines in value over the term of the swap, the Fund would also be required to pay the dollar value of that decline to the counterparty. Total return swaps could result in losses if the reference asset does not perform as anti cipated by the adviser. The adviser may use the Fund’s own net asset value or the return of closed-end funds as the reference asset in a total return swap. The adviser uti lizes a total return swap using the Fund’s return as the reference asset in order for the Fund’s cash positi ons allocated to the swap to share in similar investment returns as the Fund itself while maintaining a suffi cient

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cash positi on to meet liquidity needs in the Fund, including liquidity to invest in new investment opportuniti es. The Fund records ﬂ uctuati ons in the value of open swap contracts on a daily basis as unrealized gains or losses.

High Yield Bond Strategy In implementi ng the Fund’s High Yield Bond strategy, the sub-adviser will employ a research- intensive, long-only strategy to invest primarily in corporate high yield bonds, normally emphasizing issuers in North America and Europe. The strategy will emphasize below-investment grade debt securiti es, although investment-grade securiti es also may be acquired. The sub-adviser seeks to add value fi rst and foremost through security selecti on. Sector allocati on also plays an important role in its decision-making process, second only to security selecti on. The sub-adviser further believes that thoughtf ul diversifi cati on is an eff ecti ve means of miti gati ng the impact of credit problems.

The sub-adviser views high yield bond investi ng as the conscious bearing of credit risk for proﬁ t and acts as a prudent lender rather than a securiti es trader. Its business is lending money to lower- rated, yet creditworthy companies; the buying and selling of securiti es is simply the means of accomplishing this end. Its investment process is bott om-up, based upon company-speciﬁ c research. The sub-adviser believes that strong long-term performance can only be achieved through superior knowledge of companies, the industries in which they operate and the securiti es the Fund purchases – not through macro-forecasti ng – and that the avoidance of defaults is the most reliable source of superior performance.

In selecti ng securiti es for the Fund, the sub-adviser places a high priority on managing risk to ensure capital preservati on. The sub-adviser uses a proprietary credit scoring matrix to rank potenti al investments. This process oﬀ ers a systemati c way of reviewing the key quanti tati ve and qualitati ve variables impacti ng credit quality for each investment. Investments are made if the absolute amount of risk is acceptable, the sub-adviser believes the promised yield compensates for the risk and the investment’s relati onship between risk and return is, in the sub-adviser’s judgment, att racti ve relati ve to the opportunity set.

Typically, the sub-adviser’s decision to sell a security is fundamentally based, relati ng to its price and the assessment of its risk. In general, the sub-adviser will consider selling if it is early in spotti ng actual or potenti al deteriorati on in credit quality before it is refl ected in the security price, the price of the security has signifi cantly appreciated, lowering its yield, or another security is available that off ers a bett er risk/reward tradeoff . If a bond held by the Fund goes into default, the Fund may conti nue to hold the defaulted bond if the sub-adviser believes it is in the best interests of the Fund to do so.

Senior Loan Strategy In implementi ng the Fund’s Senior Loan strategy, the sub-adviser will employ a research-intensive, long-only strategy to invest in senior loans, normally emphasizing corporate issuers in North America and Europe. The Senior Loan strategy may also include certain high yield bonds where the sub- adviser believes such bonds are appropriate for the Senior Loan strategy. Most of the instruments to be purchased by the Fund for the Senior Loan strategy will pay a variable rate of interest, though certain instruments may carry a ﬁ xed rate of interest.

Prospectus | January 28, 201 9 5 RiverNorth/Oaktree High Income Fund

companies, the industries in which they operate and the obligati ons purchased by the Fund. The sub-adviser seeks to add value ﬁ rst and foremost through its selecti on of senior loans, with sector allocati on and diversiﬁ cati on also playing important roles in its decision-making process.

The Fund will primarily invest in the middle and upper quality ti ers of non-investment grade loans, although investment-grade obligati ons or lower-quality non-investment grade obligati ons also may be acquired. The loans in which the Fund may invest will, in most instances, hold the most senior positi on in the capital structure of the borrower, though the sub-adviser will not be subject to any limit on purchasing loans that have a less senior positi on in the capital structure if the sub- adviser determines that such loans are consistent with the Fund’s investment strategy. While the loans purchased by the Fund will typically be secured by a ﬁ rst-priority security interest in most tangible and intangible assets of the issuer, they are not required to be and the sub-adviser will not be subject to any limit on purchasing loans with lower-priority security interests or loans whose security interests exclude material assets of the issuer.

The loans in which the Fund will invest typically will be term loans, though the Fund may also invest in other types of loans, including those that are att ached to a term loan tranche or otherwise required to be purchased along with the purchase of a term loan tranche. It is anti cipated that most of the loans purchased by the Fund will have maturiti es of fi ve to ten years, though the sub-adviser is not restricted to purchasing loans of any parti cular maturity. Most of the loans purchased by the Fund will be negoti ated and structured by a syndicate of lenders consisti ng of commercial banks, investment banks, thrift insti tuti ons, insurance companies, fi nance companies or other fi nancial insti tuti ons, one or more of which will administer the loan on behalf of all the lenders. The Fund will generally purchase assignments of these loans, in which case it will typically become a lender for purposes of the relevant loan agreement with direct contractual rights against the borrower, including the right to receive payments of principal and interest. However, the Fund may also purchase parti cipati on interests, in which case it will not have any direct relati onship with the borrower and will instead rely on the lender or parti cipant that sold the parti cipati on interest for enforcement of rights against the borrower and to receive and process payments of interest, principal and other amounts due to the Fund. Term loans generally require very limited, if any, repayment of principal during the term of the loan. As a result, there is typically a large “balloon payment” due at the end of the term that the issuer must either repay out of corporate assets or refi nance with new indebtedness.

In selecti ng senior loans and other obligati ons for the Fund, the sub-adviser places a high priority on managing risk to ensure capital preservati on, including through evaluati on of any collateral securing a loan. The sub-adviser uses a proprietary credit scoring matrix to rank potenti al loan investments in the same manner that it evaluates high yield bonds. Investments are made if the absolute amount of risk is acceptable, the sub-adviser believes the expected yield generously compensates for the risk and the investment’s relati onship between risk and return is, in the sub-adviser’s judgment, among the most att racti ve relati ve to the opportunity set.

Typically, the sub-adviser’s decision to sell a senior loan or other obligati on is fundamentally based, relati ng to its price and the assessment of its risk. In general, the sub-adviser will consider selling if it is early in spotti ng actual or potenti al deteriorati on in credit quality before it is refl ected in the price of the obligati on, the price of the obligati on has signifi cantly appreciated, lowering its yield, or another investment opportunity is available that off ers a bett er risk/reward tradeoff .

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Principal Risks All mutual funds carry a certain amount of risk. The Fund’s returns will vary and you could lose money on your investment in the Fund. An investment in the Fund is not a deposit of a bank and is not insured or guaranteed by the FDIC or any other government agency. Below is a summary of the principal risks of investi ng in the Fund.

Borrowing Risk. The Fund may borrow amounts up to one-third of the value of its total assets, but it will not borrow more than 5% of the value of its total assets except to sati sfy redempti on requests or for other temporary purposes. Such borrowings would result in increased expense to the Fund and, while they are outstanding, would magnify increases or decreases in the value of Fund shares. The Fund will not purchase additi onal portf olio securiti es while outstanding borrowings exceed 5% of the value of its total assets.

Closed-End Fund Risk. The Fund invests in closed-end investment companies or funds. The shares of many closed-end funds, aft er their initi al public oﬀ ering, frequently trade at a price per share that is less than the net asset value per share, the diﬀ erence representi ng the “market discount” of such shares. This market discount may be due in part to the investment objecti ve of long-term appreciati on, which is sought by many closed-end funds, as well as to the fact that the shares of closed-end funds are not redeemable by the holder upon demand to the issuer at the next determined net asset value, but rather, are subject to supply and demand in the secondary market. A relati ve lack of secondary market purchasers of closed-end fund shares also may contribute to such shares trading at a discount to their net asset value.

The Fund may invest in shares of closed-end funds that are trading at a discount to net asset value or at a premium to net asset value. There can be no assurance that the market discount on shares of any closed-end fund purchased by the Fund will ever decrease. In fact, it is possible that this market discount may increase and the Fund may suﬀ er realized or unrealized capital losses due to further decline in the market price of the securiti es of such closed-end funds, thereby adversely aﬀ ecti ng the net asset value of the Fund’s shares. Similarly, there can be no assurance that any shares of a closed-end fund purchased by the Fund at a premium will conti nue to trade at a premium or that the premium will not decrease subsequent to a purchase of such shares by the Fund.

Closed-end funds may issue senior securiti es (including preferred stock and debt obligati ons) for the purpose of leveraging the closed-end fund’s common shares in an att empt to enhance the current return to such closed-end fund’s common shareholders. The Fund’s investment in the common shares of closed-end funds that are ﬁ nancially leveraged may create an opportunity for greater total return on its investment, but at the same ti me may be expected to exhibit more volati lity in market price and net asset value than an investment in shares of investment companies without a leveraged capital structure.

Converti ble Security Risk. The market value of converti ble securiti es and other debt securiti es tends to fall when prevailing interest rates rise. The value of converti ble securiti es also tends to change whenever the market value of the underlying common or preferred stock ﬂ uctuates.

Prospectus | January 28, 201 9 7 RiverNorth/Oaktree High Income Fund

what it would have been if these techniques were not used. Moreover, even if the sub-adviser is correct in its forecasts, there is a risk that a credit derivati ve positi on may correlate imperfectly with the price of the asset or liability being protected.

Currency Risk. To the extent that the Fund invests in securiti es denominated in, or whose issuers receive revenue in, foreign currencies, it will be subject to currency risk. This is the risk that those currencies will decline in value relati ve to the U.S. dollar, or, in the case of hedging positi ons, that the U.S. dollar will decline in value relati ve to the currency hedged. In either event, the dollar value of an investment in the Fund would be adversely aff ected. Currencies in non-U.S. countries may fl uctuate signifi cantly over short periods of ti me for a number of reasons, including changes in interest rates, interventi on by U.S. or foreign governments, central banks or supranati onal agencies, such as the Internati onal Monetary Fund, or by the impositi on of currency controls or other politi cal developments in the United States or abroad.

Derivati ves Risk. To the extent the Fund invests in derivati ve securiti es, there is the risk that an insolvency of the counterparty to a derivati ve instrument could cause the Fund to lose all or substanti ally all of its investment in the derivati ve instrument, as well as the beneﬁ ts derived therefrom.

Economic and Market Events Risk. Events in the U.S. and global fi nancial markets, including acti ons taken by the U.S. Federal Reserve or foreign central banks to sti mulate or stabilize economic growth, may at ti mes result in unusually high market volati lity, which could negati vely impact performance. Reduced liquidity in credit and fi xed-income markets could adversely aff ect issuers worldwide. Banks and fi nancial services companies could suff er losses if interest rates rise or economic conditi ons deteriorate.

Emerging Markets Risk. Investment in emerging market securiti es involves greater risk than that associated with investment in securiti es of issuers in developed foreign countries. These risks include volati le currency exchange rates, periods of high infl ati on, increased risk of default, greater social, economic and politi cal uncertainty and instability, less governmental supervision and regulati on of securiti es markets, weaker auditi ng and fi nancial reporti ng standards, lack of liquidity in the markets, and the signifi cantly smaller market capitalizati ons of emerging market issuers.

Equity Risk. To the extent the Fund invests in common stocks, preferred stocks, converti ble securiti es, rights and warrants, it will be exposed to equity risk. Equity markets may experience volati lity and the value of equity securiti es may move in opposite directi ons from each other and from other equity markets generally. Preferred stocks oft en behave more like fi xed income securiti es. If interest rates rise, the value of preferred stocks having a fi xed dividend rate tends to fall. The value of converti ble securiti es fl uctuates with the value of the underlying stock. Converti ble stocks can also fl uctuate based on the issuer’s credit rati ng or creditworthiness and may be subject to call or redempti on by the issuer. Rights and warrants do not necessarily move in parallel with the price of the underlying stock and the market for rights and warrants may be limited. Rights and warrants have no voti ng rights, receive no dividends and have no rights with respect to the assets of the issuer.

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Exchange-Traded Note Risk. The Fund may invest in exchange traded notes (“ETNs”), which are notes representi ng unsecured debt of the issuer. ETNs are typically linked to the performance of an index plus a specifi ed rate of interest that could be earned on cash collateral. The value of an ETN may be infl uenced by ti me to maturity, level of supply and demand for the ETN, volati lity and lack of liquidity in underlying markets, changes in the applicable interest rates, changes in the issuer’s credit rati ng and economic, legal, politi cal or geographic events that aff ect the referenced index. There may be restricti ons on the Fund’s right to redeem its investment in an ETN, and there may be limited availability of a secondary market.

Fixed Income Risk. Fixed income securiti es increase or decrease in value based on changes in interest rates. If interest rates increase, the value of the Fund’s fi xed income securiti es generally declines. On the other hand, if interest rates fall, the value of the fi xed income securiti es generally increases. Below investment grade bonds may provide greater income and opportunity for gain, but entail greater risk of loss of principal. The issuer of a fi xed income security may not be able to make interest and principal payments when due. With regard to below investment grade bond issuers, the issuer’s capacity to pay interest and repay principal in accordance with the terms of the obligati on may be more at risk.

Some of the related risks of ﬁ xed income securiti es include: • Credit Risk. The issuer of a ﬁ xed income security may not be able to make interest and principal payments when due.

• High Yield Securiti es/Junk Bond Risk. The Fund and Underlying Funds may invest in high yield securiti es, also known as “junk bonds.” High yield securiti es may provide greater income and opportunity for gain, but entail greater risk of loss of principal.

• Interest Rate Risk. The Fund’s share price and total return will vary in response to changes in interest rates. If rates increase, the value of the Fund’s investments generally will decline, as will the value of your investment in the Fund. Securiti es with longer maturiti es tend to produce higher yields, but are more sensiti ve to changes in interest rates and are subject to greater ﬂ uctuati ons in value. The risks associated with increasing interest rates are heightened given that interest rates are near historic lows, but are expected to increase in the future with unpredictable eﬀ ects on the markets and the Fund’s investments.

• Sovereign Obligati on Risk. The Underlying Funds may invest in sovereign debt obligati ons. The issuer of the sovereign debt or the governmental authoriti es that control the repayment of the debt may be unable or unwilling to repay principal or interest when due, and the Underlying Funds may have limited recourse in the event of a default.

Floati ng Interest Rate Risk. Most of the loans to be purchased by the Fund will pay interest based on the London Interbank Oﬀ ered Rate (LIBOR). A decline in LIBOR could negati vely impact the expected return of the Fund’s portf olio.

Prospectus | January 28, 201 9 9 RiverNorth/Oaktree High Income Fund

High Portf olio Turnover Risk. The Fund’s investment strategy may result in high portf olio turnover rates. This may increase the Fund’s brokerage commission costs, which would reduce performance. Rapid portf olio turnover also exposes shareholders to a higher current realizati on of short-term gains which could cause you to pay higher taxes. Annual Portf olio turnover greater than 100% is considered to be high.

Foreign Investi ng Risk. Investments in foreign securiti es may be aff ected by currency controls and exchange rates, diff erent accounti ng, auditi ng, fi nancial reporti ng, and legal standards and practi ces; expropriati on, changes in tax policy, greater market volati lity, diff ering securiti es market structures, higher transacti on costs, and various administrati ve diffi culti es, such as delays in clearing and sett ling portf olio transacti ons or in receiving payment of dividends. These risks may be heightened in connecti on with investments in emerging or developing countries.

Investment Style Risk. The Fund is managed by allocati ng the Fund’s assets to three diﬀ erent strategies, investi ng in closed-end funds, high yield securiti es and senior or secured loans. This may cause the Fund to underperform funds that do not limit their investments to these three strategies during periods when these strategies underperform other types of investments.

Large Shareholder Purchase and Redempti on Risk. The Fund may experience adverse eﬀ ects when certain large shareholders purchase or redeem large amounts of shares of the Fund. Such large shareholder redempti ons may cause the Fund to sell its securiti es at ti mes when it would not otherwise do so, which may negati vely impact the Fund’s net asset value (“NAV”) and liquidity. Similarly, large share purchases may adversely aﬀ ect the Fund’s performance to the extent that the Fund is delayed in investi ng new cash and is required to maintain a larger cash positi on than it ordinarily would. In additi on, a large redempti on could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense rati o. However, this risk may be limited to the extent that the adviser and the Fund have entered into a fee deferral and/ or expense reimbursement arrangement.

Loans Risk. Secured loans hold senior positi ons in the capital structure of a business, are secured with speciﬁ c collateral and have a claim on the assets and/or stock of the borrower that is senior to that held by unsecured creditors, subordinated debt holders and stockholders of the borrower. The secured loans in which the Fund will invest may be rated below investment grade or may also be unrated. Below investment grade quality instruments are those that, at the ti me of investment, are rated Ba1 or lower by Moody’s Investor Services, Inc. (“Moody’s”) and BB+ or lower by S&P Global Rati ngs (“S&P”) or Fitch Rati ngs, Inc. (“Fitch”), or if unrated, are determined by the adviser or sub- adviser to be of comparable quality. As a result, the risks associated with secured loans are similar to the risks of below investment grade instruments, although secured loans are senior and secured in contrast to other below investment grade instruments, which are oft en subordinated or unsecured.

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Nevertheless, if a borrower under a secured loan arrangement defaults, becomes insolvent or goes into bankruptcy, the Fund may recover only a fracti on of what is owed on the secured loan or nothing at all. Secured loans are subject to a number of risks described elsewhere in this secti on, including credit risk, liquidity risk, below investment grade instruments risk and management risk.

Although the secured loans in which the Fund will invest will be secured by collateral, there can be no assurance that the Fund will have ﬁ rst-lien priority in such collateral or that such collateral could be readily liquidated or that the liquidati on of such collateral would sati sfy the borrower’s obligati on in the event of non-payment of scheduled interest or principal. In the event of the bankruptcy or insolvency of a borrower, the Fund could experience delays or limitati ons with respect to its ability to realize the beneﬁ ts of the collateral securing a secured loan. In the event of a decline in the value of the already pledged collateral, if the terms of a secured loan do not require the borrower to pledge additi onal collateral, the Fund will be exposed to the risk that the value of the collateral will not at all ti mes equal or exceed the amount of the borrower’s obligati ons under the secured loans. To the extent that a secured loan is collateralized by stock in the borrower or its subsidiaries, such stock may lose some or all of its value in the event of the bankruptcy or insolvency of the borrower. Those secured loans that are under-collateralized involve a greater risk of loss.

In general, the secondary trading market for secured loans is not fully-developed. No acti ve trading market may exist for certain secured loans, which may make it diﬃ cult to value them. Illiquidity and adverse market conditi ons may mean that the Fund may not be able to sell certain secured loans quickly or at a fair price. To the extent that a secondary market does exist for certain secured loans, the market for them may be subject to irregular trading acti vity, wide bid/ask spreads and extended trade sett lement periods.

Market Risk. Overall equity and debt market risks may also aﬀ ect the value of the Fund. Factors such as domesti c and internati onal economic growth and market conditi ons, interest rate levels, and politi cal events aﬀ ect the securiti es and loan markets.

Preferred Stock Risk. Preferred stock represents the senior residual interest in the assets of an issuer aft er meeti ng all claims, with priority to corporate income and liquidati on payments over the issuer’s common stock. As such, preferred stock is inherently more risky than the bonds and other debt instruments of the issuer, but less risky than its common stock. There is no assurance that dividends on preferred stocks in which the Fund invests will be declared or otherwise made payable. When interest rates fall below the rate payable on an issue of preferred stock or for other reasons, the issuer may redeem the preferred stock, generally aft er an initi al period of call protecti on in which the stock is not redeemable. Preferred stocks may be signiﬁ cantly less liquid than many other securiti es, such as U.S. Government securiti es, corporate debt and common stock.

REIT Risk. The value of equity REITs may be aﬀ ected by changes in the value and vacancy rate of the underlying property owned by the REITs, while the value of mortgage REITs may be aﬀ ected by the quality of any credit extended. Investment in REITs involves risks similar to those associated with investi ng in small capitalizati on companies, and REITs (especially mortgage REITs) are subject to interest rate risks. Mortgage REITs are also subject to prepayment risk. Because REITs incur expenses like management fees, investments in REITs also add an additi onal layer of expenses.

Prospectus | January 28, 201 9 11 RiverNorth/Oaktree High Income Fund

Security Risk. The value of the Fund may decrease in response to the acti viti es and ﬁ nancial prospects of issuers of securiti es and loans in the Fund’s portf olio.

Special Purpose Acquisiti on Companies Risks. The Fund may invest in special purpose acquisiti on companies (“SPACs”). Unless and unti l an acquisiti on is completed, a SPAC generally invests its assets (less an amount to cover expenses) in U.S. Government securiti es, money market fund securiti es and cash. SPACs and similar enti ti es may be blank check companies with no operati ng history or ongoing business other than to seek a potenti al acquisiti on. Accordingly, the value of their securiti es is parti cularly dependent on the ability of the enti ty’s management to identi fy and complete a proﬁ table acquisiti on. Certain SPACs may seek acquisiti ons only in limited industries or regions, which may increase the volati lity of their prices. Investments in SPACs may be illiquid and/or be subject to restricti ons on resale. To the extent the SPAC is invested in cash or similar securiti es, this may impact a Fund’s ability to meet its investment objecti ve.

Swap Risk. The Fund may invest in total return swap agreements. The degree to which the Fund may invest in these instruments is not limited, although maximum noti onal amounts are generally set by counterparti es. These agreements are considered derivati ves. Total return swaps could result in losses if the reference index, security, or investments do not perform as anti cipated. The use of swaps may not always be successful; using swaps could lower Fund total return, their prices can be highly volati le, and the potenti al loss from the use of swaps can exceed the Fund’s initi al investment in such instruments. Also, the other party to a swap agreement could default on its obligati ons or refuse to cash out the Fund’s investment at a reasonable price, which could turn an expected gain into a loss.

Tax Risk. With respect to federal income taxes, any distributi ons to shareholders that represent income from taxable securiti es will generally be taxable as ordinary income, while other distributi ons, such as capital gains, are taxable to the same extent they would be for any mutual fund. Distributi ons also are generally subject to state taxes with certain excepti ons (e.g. some states may have an excepti on where a porti on of the Fund’s income is att ributable to municipal securiti es issued in the state in which you reside). New federal or state governmental acti on could adversely aﬀ ect the tax-exempt status of securiti es held by the Fund, resulti ng in higher tax liability for shareholders and potenti ally hurti ng Fund performance as well.

Underlying Fund Risk. The Fund will incur higher and duplicati ve expenses, including advisory fees, when it invests in Underlying Funds. There is also the risk that the Fund may suﬀ er losses due to the investment practi ces of the Underlying Funds (such as the use of derivati ves). The ETFs in which the Fund invests that att empt to track an index may not be able to replicate exactly the performance of the indices they track, due to transacti ons costs and other expenses of the ETFs. The shares of Underlying Funds frequently trade at a discount to their net asset value. There can be no assurance that the market discount on shares of any closed-end fund purchased by the Fund will ever decrease, and it is possible that the discount may increase. In additi on, certain closed-end funds uti lize leverage in their portf olios. This use of leverage could subject the Underlying Fund, and indirectly, the Fund, to increased risks including increased volati lity in the price of the Underlying Fund shares.

Valuati on Risk. Unlike publicly traded common stock which trades on nati onal exchanges, there is no central exchange for loans or fi xed-income instruments to trade. Loans and fi xed-income instruments generally trade on an “over-the-counter” market which may be anywhere in the world where the buyer and seller can sett le on a price. Due to the lack of centralized informati on and trading, the valuati on of loans or fi xed-income instruments may carry more risk than that of common stock.

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Performance The bar chart below shows how the Fund’s Class I Shares’ investment results have varied from year to year. The table below shows how the Class I and Class R Shares’ average annual total returns compare over ti me to those of a broad-based securiti es market index. This informati on provides some indicati on of the risks of investi ng in the Fund. Past performance of the Fund (before and aft er taxes) is no guarantee of how it will perform in the future. Performance for the Fund is updated monthly and may be obtained online at www.RiverNorth.com or by calling 1-888-848-7569.

Calendar Year Total Returns through December 31, 2018 – Class I Shares

15% 13.05% 12%

5.48% 6% 4.89% 3.02% 3%

-3% -2.22% -3.35% -6% 2013 2014 2015 2016 2017 2018

Highest/Lowest quarterly results for Class I Shares during this ti me period were:

Best Quarter: 4th Quarter, 2013 4.25% Worst Quarter: 3rd Quarter, 2015 -3.82%

Prospectus | January 28, 201 9 13 RiverNorth/Oaktree High Income Fund

Average Annual Total Returns (as of December 31, 2018) Since Inception (December 28, 1 Year 5 Years 2012) RiverNorth/Oaktree High Income Fund – Class I Return Before Taxes -2.22 3.03 3.49 Return Aft er Taxes on Distributi ons -4.03 0.72 1.36 Return Aft er Taxes on Distributi ons and Sale of Fund Shares -1.29 1.26 1.70 RiverNorth/Oaktree High Income Fund – Class R Return Before Taxes -2.47 2.75 3.22 Bank of America Merrill Lynch Non-Financial Developed High Yield Constrained Index (reﬂ ects no deducti on for fees, expenses, or taxes) -3.55 2.91 3.81 CSFB Leveraged Loan Index (reﬂ ects no deducti on for fees, expenses, or taxes) 0.82 3.26 3.73

Aft er-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not refl ect the impact of state and local taxes. Actual aft er-tax returns depend on an investor’s tax situati on and may diff er from those shown. Aft er-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or IRAs. If the Fund incurs a loss, which generates a tax benefi t, the Return Aft er Taxes on Distributi ons and Sale of Fund Shares may exceed the Fund’s other return fi gures.

The Bank of America/Merrill Lynch Developed Markets High Yield Constrained Index contains all securiti es in the Bank or America/Merrill Lynch Global High Yield index from developed markets countries but cap issuer exposure at 2%. Developed Markets is deﬁ ned as an FX-G10 member, a Western European nati on, or a territory of the U.S. or a Western European nati on. The index tracks the performance of USD, CAD, GBP and EUR denominated below investment grade corporate debt publicly issued in the major domesti c or Eurobond markets. Qualifying securiti es must have a below investment grade rati ng (based on an average of Moody’s, S&P and Fitch).

CSFB Leveraged Loan Index is a market value-weighted index designed to represent the investable universe of the U.S. dollar-denominated leveraged loan market.

Portf olio Management Investment Adviser – RiverNorth Capital Management, LLC Sub-Adviser – Oaktree Capital Management, L.P. Portf olio Managers • Patrick W. Galley, CFA®, Chief Investment Oﬃ cer of RiverNorth Capital Management, LLC. Co-Portf olio Manager of the Fund since its incepti on in 2012. • Stephen O’Neill, CFA®, Portf olio Manager of RiverNorth Capital Management, LLC. Co- Portf olio Manager of the Fund since its incepti on in 2012. • Armen Panossian, Managing Director and U.S. Senior Loan Portf olio Manager, Structured Credit Co-Portf olio Manager of Oaktree Capital Management, L.P. Co-Portf olio Manager of the Fund since June 2014.

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• Sheldon Stone, Principal and U.S. and Global High Yield Bond Co-Portf olio Manager of Oaktree Capital Management, L.P. Co-Portf olio Manager of the Fund since its incepti on in 2012. • David Rosenberg, Managing Director and U.S. and Global High Yield Bond Co-Portf olio Manager of Oaktree Capital Management L.P. Co-Portf olio Manager of the Fund since September 2014. • Anthony Shackleton, Managing Director, Co-Portf olio Manager of European High Yield Bonds and Assistant Portf olio Manager of Global High Yield Bonds at Oaktree Capital Management, L.P., Co-Portf olio Manager of the Fund since March 2018. • Madelaine Jones, Managing Director, European Senior Loan Co-Portf olio Manager and European High Yield Bond Assistant Portf olio Manager of Oaktree Capital Management, L.P. Co-Portf olio Manager of the Fund since November 2016.

Buying and Selling Fund Shares To open an account and make an initi al purchase directly with the Fund, you can mail a check (payable to RiverNorth Funds) in the minimum amounts described below along with a completed and signed Account Applicati on. To obtain an Account Applicati on, call 1-888-848-7569 or download one from www.RiverNorth.com.

Minimum Initi al Investment for Class R Shares $1,000 for IRA accounts $5,000 for other types of accounts

Minimum Initi al Investment for Class I Shares $100,000 for all accounts

Minimum Subsequent Investment for both Class R and Class I Shares $100 for all accounts

To Place Orders By Mail: Overnight Mail: RiverNorth Funds RiverNorth Funds P.O. Box 1920 c/o ALPS Fund Services Denver, CO 80201 1290 Broadway, Suite 1100 Denver, CO 80203 By Phone: 1-888-848-7569

You may purchase or redeem (sell) shares by (i) writi ng to the address above, or by telephone at the number above or (ii) through a broker, dealer or other ﬁ nancial intermediary that has entered into an agreement with the Fund’s distributor.

You may normally redeem (sell) your shares on any Business Day that the New York Stock Exchange is open and the Fund receives such redempti on request in good order by mail or telephone.

Prospectus | January 28, 201 9 15 RiverNorth/Oaktree High Income Fund

Tax Informati on The Fund intends to make distributi ons that are taxed as ordinary income, long-term capital gains, qualiﬁ ed dividend income or a combinati on of the above, unless you are investi ng through a tax- deferred account, such as a 401(k) plan, individual reti rement account (IRA) or 529 college savings plan, in which case the distributi ons are taxed when the assets are withdrawn from the tax-deferred account.

Payments to Broker-Dealers and Other Financial Intermediaries If you purchase Fund shares through a broker-dealer or other fi nancial intermediary (such as a bank or trust company), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create confl icts of interest by infl uencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your fi nancial intermediary’s website for more informati on.

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ADDITIONAL INFORMATION ABOUT THE FUND’S PRINCIPAL STRATEGIES AND RELATED RISKS

The Fund’s Investment Objecti ve The Fund’s investment objecti ve is overall total return consisti ng of long-term capital appreciati on and income.

The Fund’s Principal Strategies The Fund’s adviser allocates the Fund’s assets among three principal strategies: a Tacti cal Closed- End Fund strategy, a High Yield strategy and a Senior Loan strategy. The amount allocated to each of the principal strategies may change depending on the adviser’s assessment of market risk, security valuati ons, market volati lity, and the prospects for earning income and total return. The adviser determines which porti on of the Fund’s assets are allocated to each strategy, although there is no set minimum for any strategy. Therefore, the amount allocated to any individual strategy may be between 0% and 100%. However, the adviser anti cipates it will, under normal circumstances, allocate some porti on of the Fund’s assets to each of the three strategies at any given ti me. The adviser manages the Tacti cal Closed-End Fund strategy. The sub-adviser manages the High Yield and Senior Debt strategies.

Under normal circumstances, the Fund will invest at least 80% of its assets in income-producing securiti es including, but not limited to, corporate bonds (including high-yield, below investment grade bonds, which are someti mes referred to as “junk bonds”), government-issued bonds, converti ble bonds, preferred stocks, senior loans (which the Fund deﬁ nes as a type of security for purposes of this prospectus), and shares of closed-end funds, ETFs and other investment companies (collecti vely, “Underlying Funds”) that principally invest in ﬁ xed income securiti es. The Fund may also invest in unregistered (Rule 144A) securiti es to the extent permitt ed by the 1940 Act. The adviser’s and sub-adviser’s security selecti on processes are described below. The adviser or sub-adviser may liquidate positi ons in order to implement a change in the adviser’s overall asset allocati on, or to generate cash to invest in more att racti ve opportuniti es. A porti on of the Fund may also be acti vely managed resulti ng in a larger porti on of any net gains in the Fund being realized as short-term capital gains. In additi on, the adviser or sub-adviser may sell a security if there is a negati ve change in the fundamental or qualitati ve characteristi cs of the issuer or when its price approaches, meets or exceeds the target price established by the adviser or sub-adviser, as applicable. The Fund may borrow money from its custodian or other banks to pay unanti cipated redempti on requests rather than liquidate portf olio holdings at inopportune ti mes. These borrowings will be temporary and will be made in accordance with the requirements of the 1940 Act.

Tacti cal Closed-End Fund Strategy In implementi ng the Fund’s Tacti cal Closed-End Fund strategy, the adviser allocates that porti on of the Fund’s investments among Underlying Funds that invest in U.S. and foreign equiti es (including those issued in emerging markets), U.S. and foreign ﬁ xed income instruments, opti ons and securiti es converti ble into equity securiti es and preferred equiti es. Some closed-end funds may invest in a mix of these and other underlying securiti es and are referred to as hybrid closed-end funds. The Underlying Funds and the Fund itself may also invest in cash or cash equivalents. Allocati ons to asset classes, investment vehicles, sectors and countries are made based on the research and judgment of the adviser. The adviser considers a number of factors when selecti ng Underlying Funds, including fundamental and technical analysis to assess the relati ve risk and reward potenti al throughout the ﬁ nancial markets. The adviser may also allocate the Fund’s assets among cash and short term investments. The term “tacti cal” is used to indicate that the porti on of the Fund’s assets allocated to

Prospectus | January 28, 201 9 17 RiverNorth/Oaktree High Income Fund

this strategy will invest in closed-end funds to take advantage of pricing discrepancies in the closed- end fund market. At ti mes the adviser may acti vely trade the Fund’s holdings to take advantage of these pricing discrepancies.

In selecti ng closed-end funds, in parti cular, the adviser will opportunisti cally uti lize a combinati on of short-term and longer-term trading strategies to seek to derive value from discount and premium spreads associated with closed-end funds. The adviser performs both a quanti tati ve and qualitati ve analysis of closed-end funds prior to any closed-end fund being added to the Fund’s portf olio. This analysis and the adviser’s screening models and computer trading programs help determine when to buy and sell the closed-end funds in the Fund’s portf olio. If the Fund invests in aﬃ liated closed-end funds, the Fund will only do so in accordance with the provisions of the 1940 Act. The adviser may also be required to waive certain fees in the event the Fund invests in aﬃ liated closed-end funds.

An ETF is an investment company that typically seeks to track the performance of a parti cular market index. These indices include not only broad-market indices, but more specifi c indices as well, including those relati ng to parti cular sectors, markets, regions and industries. ETFs will be selected based on their ability to off er specifi c asset class, sector and style exposure in a cost- and tax- effi cient manner. The Fund will purchase ETF shares on the secondary market. Unlike a fund of funds that allocates its assets based on the perceived ability of the advisers to the Underlying Funds, the Fund’s adviser acti vely manages the Fund’s portf olio among the Underlying Funds based on its research and analysis of the market and the investment merit of the Underlying Funds themselves.

The adviser also may invest directly in the equity and debt securiti es of U.S. and internati onal corporate issuers and U.S. Government securiti es to gain access to sectors or market segments not represented by other investment companies. Equity securiti es purchased by the Fund may include, but are not limited to, common stocks, preferred stocks, converti ble securiti es, and warrants to buy common stocks. Fixed income securiti es purchased by the Fund may include corporate bonds, U.S. Treasury securiti es and municipal bonds. In additi on, the Fund may invest without limitati on in foreign securiti es, including securiti es issued in emerging market countries, either directly or by purchasing sponsored or unsponsored ADRs. Unsponsored ADRs are generally established by banks or brokers and may not share in the beneﬁ ts or voti ng rights of sponsored ADRs. The Fund may also invest in Underlying Funds and other investment companies that hold foreign securiti es or ADRs.

The Fund may invest in special purpose acquisiti on companies (“SPACs”). SPACs are collecti ve investment structures that pool funds in order to seek potenti al acquisiti on opportuniti es. Unless and unti l an acquisiti on is completed, a SPAC generally invests its assets (less an amount to cover expenses) in U.S. Government securiti es, money market fund securiti es and cash. SPACs and similar enti ti es may be blank check companies with no operati ng history or ongoing business other than to seek a potenti al acquisiti on. Accordingly, the value of their securiti es is parti cularly dependent on the ability of the enti ty’s management to identi fy and complete a proﬁ table acquisiti on. Certain SPACs may seek acquisiti ons only in limited industries or regions, which may increase the volati lity of their prices. If an acquisiti on that meets the requirements for the SPAC is not completed within a predetermined period of ti me, the invested funds are returned to the enti ty’s shareholders. Investments in SPACs may be illiquid and/or be subject to restricti ons on resale. To the extent the SPAC is invested in cash or similar securiti es, this may impact a Fund’s ability to meet its investment objecti ve.

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Fund will typically be determined by multi plying the face value of the swap agreement by an agreed upon interest rate. In additi on, if the reference asset declines in value over the term of the swap, the Fund would also be required to pay the dollar value of that decline to the counterparty. Total return swaps could result in losses if the reference asset does not perform as anti cipated by the adviser. The Fund may use its own net asset value or the net asset value of a similar fund as the reference asset in a total return swap. This strategy serves to reduce “cash drag” (the impact of uninvested cash on the Fund’s overall return) by replacing it with the total return of the Fund’s own, or a similar fund’s investment holdings. The Fund records ﬂ uctuati ons in the value of open swap contracts on a daily basis as unrealized gains or losses. While it is possible to lose money investi ng in total return swaps, the adviser has determined that the use of total return swaps, over ti me, will beneﬁ t the Fund and its shareholders by providing market exposure to the cash positi ons held by the Fund. To minimize the risk, the adviser periodically examines the creditworthiness of the counterparty. The maximum noti onal amount available for the total return swap is generally some percentage of the Fund’s total assets or the assets of the reference asset, usually aggregated with other funds also using the same reference asset. Sett lement of amounts owed between the parti es occurs monthly or when the amount owed exceeds a limit established between the parti es.

The sub-adviser views high yield bond investi ng as the conscious bearing of credit risk for proﬁ t and acts as a prudent lender rather than a securiti es trader. Its business is lending money to lower- rated yet creditworthy companies; the buying and selling of securiti es is simply the means of accomplishing this end. Its investment process is bott om-up, based upon company-speciﬁ c research. The sub-adviser believes that strong long-term performance can only be achieved through superior knowledge of companies, the industries in which they operate and the securiti es the Fund purchases – not through macro-forecasti ng – and that the avoidance of defaults is the most reliable source of superior performance.

Prospectus | January 28, 201 9 19 RiverNorth/Oaktree High Income Fund

The sub-adviser approaches senior loan investi ng using the same bott om-up investment process based upon company-specifi c research that it applies to high yield bond investi ng. The sub-adviser believes strong long-term performance can only be achieved through superior knowledge of companies, the industries in which they operate and the obligati ons purchased by the Fund. The sub-adviser seeks to add value fi rst and foremost through its selecti on of senior loans, with sector allocati on and diversifi cati on also playing important roles in its decision-making process.

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of risk is acceptable, the sub-adviser believes the expected yield generously compensates for the risk and the investment’s relati onship between risk and return is, in the sub-adviser’s judgment, among the most att racti ve relati ve to the opportunity set.

Typically, the sub-adviser’s decision to sell a senior loan or other obligati on based on its price and the assessment of its risk. In general, the sub-adviser will consider selling if it is early in spotti ng actual or potenti al deteriorati on in credit quality before it is refl ected in the price of the obligati on, the price of the obligati on has signifi cantly appreciated, lowering its yield, or another investment opportunity is available that off ers a bett er risk/reward tradeoff .

The Fund’s Principal Investment Risks All mutual funds carry a certain amount of risk. The Fund’s returns will vary and you could lose money on your investment in the Fund. An investment in the Fund is not a deposit of a bank and is not insured or guaranteed by the FDIC or any other government agency. Below are the principal risks of investi ng in the Fund.

Borrowing Risk. The Fund will not borrow more than 5% of the value of its total assets except to sati sfy redempti on requests or for other temporary purposes. Such borrowings would result in increased expense to the Fund and, while they are outstanding, would magnify increases or decreases in the value of Fund shares. The Fund will not purchase additi onal portf olio securiti es while outstanding borrowings exceed 5% of the value of its total assets.

Prospectus | January 28, 201 9 21 RiverNorth/Oaktree High Income Fund

Credit Derivati ves Risk. The use of credit derivati ves is a highly specialized acti vity which involves strategies and risks diﬀ erent from those associated with ordinary security transacti ons. If the sub- adviser is incorrect in its forecasts of default risks, liquidity risk, counterparty risk, market spreads or other applicable factors, the investment performance of the Fund would diminish compared with what it would have been if these techniques were not used. Moreover, even if the sub-adviser is correct in its forecasts, there is a risk that a credit derivati ve positi on may correlate imperfectly with the price of the asset or liability being protected. The Fund’s risk of loss in a credit derivati ve transacti on varies with the form of the transacti on. For example, if the Fund sells protecti on under a credit default swap, it would collect periodic fees from the buyer and would proﬁ t if the credit of the underlying issuer or reference enti ty remains stable or improves while the swap is outstanding, but the Fund would be required to pay an agreed upon amount to the buyer (which may be the enti re noti onal amount of the swap) if the reference enti ty defaults on the reference security. Credit default swap agreements involve greater risks than if the Fund invested in the reference obligati on directly.

Currency Risk. To the extent that the Fund invests in securiti es denominated in, and/or receiving revenues in, foreign currencies, it will be subject to currency risk. This is the risk that those currencies will decline in value relati ve to the U.S. dollar, or, in the case of hedging positi ons, that the U.S. dollar will decline in value relati ve to the currency hedged. In either event, the dollar value of an investment in the Fund would be adversely aff ected. Currencies may fl uctuate signifi cantly over short periods of ti me for a number of reasons, including changes in interest rates, interventi on by U.S. or foreign governments, central banks or supranati onal agencies, such as the Internati onal Monetary Fund, or by the impositi on of currency controls or other politi cal developments in the United States or abroad.

Cyber Security Risk. The Fund and its service providers may be prone to operati onal and informati on security risks resulti ng from breaches in cyber security. A breach in cyber security refers to both intenti onal and unintenti onal events that may cause the Fund to lose proprietary informati on, suff er data corrupti on, or lose operati onal capacity. Breaches in cyber security include, among other behaviors, stealing or corrupti ng data maintained online or digitally, denial of service att acks on websites, the unauthorized release of confi denti al informati on or various other forms of cyber-att acks. Cyber security breaches aff ecti ng the Fund or its adviser, custodian, transfer agent, intermediaries and other third-party service providers may adversely impact the Fund. For instance, cyber security breaches may interfere with the processing of shareholder transacti ons, impact the Fund’s ability to calculate its NAVs, cause the release of private shareholder informati on or confi denti al business informati on, impede trading, subject the Fund to regulatory fi nes or fi nancial losses and/or cause reputati onal damage. The Fund may also incur additi onal costs for cyber security risk management purposes. Similar types of cyber security risks are also present for issuers of securiti es in which the Fund may invest, which could result in material adverse consequences for such issuers and may cause the Fund’s investment in such companies to lose value.

Derivati ves Risk. Some of the instruments in which the Fund may invest may be referred to as “derivati ves,” because their value “derives” from the value of an underlying asset, reference rate or index. These instruments include opti ons, futures contracts, forward currency contracts, swap

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agreements and similar instruments. The market value of derivati ve instruments and securiti es someti mes is more volati le than that of other instruments and each type of derivati ve instrument may have its own special risks.

Some over-the-counter derivati ves instruments may expose the Fund to the credit risk of its counterparty. In the event the counterparty to such a derivati ve instrument becomes insolvent, the Fund will lose all or substanti ally all of its investment in the derivati ve instrument, as well as the beneﬁ ts derived therefrom.

Investi ng for hedging purposes or to increase the Fund’s return may result in certain additi onal transacti on costs that may reduce the Fund’s performance. In additi on, when used for hedging purposes, no assurance can be given that each derivati ve positi on will achieve a close correlati on with the security or currency against which it is being hedged, or that a parti cular derivati ve positi on will be available when sought by the adviser or sub-adviser. While hedging strategies involving derivati ves can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by oﬀ setti ng favorable price movements in other Fund investments. Certain derivati ves may create a risk of loss greater than the amount invested.

Distressed and Defaulted Securiti es Risk. Investments, through loans or otherwise, in securiti es of fi nancially distressed companies involve substanti al risks. These risks are oft en greater than those associated with below investment grade securiti es because of the uncertainti es of investi ng in the issuer undergoing the fi nancial distress. These securiti es may present a substanti al risk of default or may be in default at the ti me of investment. The Fund may incur additi onal expenses to the extent it is required to seek recovery upon a default in the payment of principal of or interest on its portf olio holdings. In any reorganizati on or liquidati on proceeding relati ng to a borrower or issuer, the Fund may lose its enti re investment or may be required to accept cash or securiti es with a value less than its original investment. Among the risks inherent in investments in a troubled enti ty is the fact that it frequently may be diffi cult to obtain informati on as to the true fi nancial conditi on of such borrower or issuer. The sub-adviser’s judgments about the credit quality of the borrower or issuer and the relati ve value of its securiti es may prove to be wrong.

Economic and Market Events Risk. Events in certain sectors historically have resulted, and may in the future result, in an unusually high degree of volati lity in the fi nancial markets, both domesti c and foreign. These events have included, but are not limited to: bankruptcies, corporate restructurings, and other events related to the sub-prime mortgage crisis in 2008; governmental eff orts to limit short selling and high frequency trading; measures to address U.S. federal and state budget defi cits; social, politi cal, and economic instability in Europe; economic sti mulus by the Japanese central bank; steep declines in oil prices; dramati c changes in currency exchange rates; and China’s economic slowdown. Interconnected global economies and fi nancial markets increase the possibility that conditi ons in one country or region might adversely impact issuers in a diff erent country or region. Both domesti c and foreign equity markets have experienced increased volati lity and turmoil, with issuers that have exposure to the real estate, mortgage, and credit markets parti cularly aff ected. Banks and fi nancial services companies could suff er losses if interest rates conti nue to rise or economic conditi ons deteriorate.

In additi on, relati vely high market volati lity and reduced liquidity in credit and fi xed-income markets may adversely aff ect many issuers worldwide. Acti ons taken by the U.S. Federal Reserve (Fed) or foreign central banks to sti mulate or stabilize economic growth, such as interventi ons in currency markets, could cause high volati lity in the equity and fi xed-income markets. Reduced liquidity may result in less money being available to purchase raw materials, goods, and services from emerging

Prospectus | January 28, 201 9 23 RiverNorth/Oaktree High Income Fund

markets, which may, in turn, bring down the prices of these economic staples. It may also result in emerging-market issuers having more diﬃ culty obtaining ﬁ nancing, which may, in turn, cause a decline in their securiti es prices.

In additi on, while interest rates have been unusually low in recent years in the United States and abroad, any decision by the Fed to adjust the target fed funds rate, among other factors, could cause markets to experience conti nuing high volati lity. A signiﬁ cant increase in interest rates may cause a decline in the market for equity securiti es. Also, regulators have expressed concern that rate increases may contribute to price volati lity. These events and the possible resulti ng market volati lity may have an adverse eﬀ ect on the Fund.

Politi cal turmoil within the United States and abroad may also impact the Fund. Although the U.S. government has honored its credit obligati ons, it remains possible that the United States could default on its obligati ons. While it is impossible to predict the consequences of such an unprecedented event, it is likely that a default by the United States would be highly disrupti ve to the U.S. and global securiti es markets and could signifi cantly impair the value of the Fund’s investments. Similarly, politi cal events within the United States at ti mes have resulted, and may in the future result, in a shutdown of government services, which could negati vely aff ect the U.S. economy, decrease the value of many Fund investments, and increase uncertainty in or impair the operati on of the U.S. or other securiti es markets. The U.S. is also considering signifi cant new investments in infrastructure and nati onal defense which, coupled with lower federal taxes, could lead to increased government borrowing and higher interest rates. While these proposed policies are going through the politi cal process, the equity and debt markets may react strongly to expectati ons, which could increase volati lity, especially if the market’s expectati ons for changes in government policies are not borne out.

Uncertainti es surrounding the sovereign debt of a number of European Union (EU) countries and the viability of the EU have disrupted and may in the future disrupt markets in the United States and around the world. If one or more countries leave the EU or the EU dissolves, the world’s securiti es markets likely will be signifi cantly disrupted. In June 2016, the United Kingdom approved a referendum to leave the EU, commonly referred to as “Brexit.” There is signifi cant market uncertainty regarding Brexit’s ramifi cati ons, and the range and potenti al implicati ons of possible politi cal, regulatory, economic, and market outcomes are diffi cult to predict. Politi cal and military events, including in North Korea, Venezuela, Syria, and other areas of the Middle East, and nati onalist unrest in Europe, also may cause market disrupti ons.

In additi on, there is a risk that the prices of goods and services in the United States and many foreign economies may decline over ti me, known as defl ati on. Defl ati on may have an adverse eff ect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a defl ati onary patt ern, it could last for a prolonged period and may be diffi cult to reverse.

Exchange-Traded Note Risk. The Fund may invest in ETNs, which are notes representi ng unsecured debt of the issuer. ETNs are typically linked to the performance of an index plus a speciﬁ ed rate of interest that could be earned on cash collateral. The value of an ETN may be inﬂ uenced by ti me

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to maturity, level of supply and demand for the ETN, volati lity and lack of liquidity in underlying markets, changes in the applicable interest rates, changes in the issuer’s credit rati ng and economic, legal, politi cal or geographic events that aff ect the referenced index. ETNs in which the Fund may invest typically mature thirty years from the date of issue. The issuer’s credit rati ng will be investment grade at the ti me of investment, however, the credit rati ng may be revised or withdrawn at any ti me and there is no assurance that a credit rati ng will remain in eff ect for any given ti me period. If a rati ng agency lowers the issuer’s credit rati ng, the value of the ETN will decline and a lower credit rati ng refl ects a greater risk that the issuer will default on its obligati on. When the Fund invests in ETNs it will bear its proporti onate share of any fees and expenses associated with investment in such securiti es. Such fees reduce the amount of return on investment at maturity or upon redempti on. There may be restricti ons on the Fund’s right to redeem its investment in an ETN, which are meant to be held unti l maturity. The Fund’s decision to sell its ETN holdings may be limited by the availability of a secondary market.

Equity Risk. To the extent the Fund invests in common stocks, preferred stocks, converti ble securiti es, rights and warrants, it will be exposed to equity risk. Equity markets may experience volati lity and the value of equity securiti es may move in opposite directi ons from each other and from other equity markets generally. Preferred stocks oft en behave more like fi xed income securiti es. If interest rates rise, the value of preferred stocks having a fi xed dividend rate tends to fall. The value of converti ble securiti es fl uctuates with the value of the underlying stock. Converti ble stocks can also fl uctuate based on the issuer’s credit rati ng or creditworthiness and may be subject to call or redempti on by the issuer. Rights and warrants do not necessarily move in parallel with the price of the underlying stock and the market for rights and warrants may be limited. Rights wand warrants have not voti ng rights, receive no dividends and have no rights with respect to the assets of the issuer.

Fixed Income Risk. Fixed income securiti es increase or decrease in value based on changes in interest rates. If rates increase, the value of the fund’s fi xed income securiti es generally declines. On the other hand, if rates fall, the value of the fi xed income securiti es generally increases. The issuer of a fi xed income security may not be able to make interest and principal payments when due. This risk is increased in the case of issuers of high yield securiti es, also known as “junk bonds.” If a U.S. Government agency or instrumentality in which the Fund invests defaults and the U.S. Government does not stand behind the obligati on, the Fund’s share price or yield could fall. Securiti es of certain U.S. Government sponsored enti ti es are neither issued nor guaranteed by the U.S. Government. Fixed income risks include components of the following additi onal risks:

• Credit Risk. The issuer of a ﬁ xed income security may not be able to make interest and principal payments when due. Generally, the lower the credit rati ng of a security, the greater the risk that the issuer will default on its obligati on, which could result in a loss to the Fund. The Fund may invest in an Underlying Fund that invests in securiti es that are rated in the lowest investment grade category. Issuers of these securiti es are more vulnerable to changes in economic conditi ons than issuers of higher grade securiti es.

• High Yield Securiti es/Junk Bond Risk. The Fund and Underlying Funds may invest in high yield securiti es, also known as “junk bonds.” High Yield securiti es are not considered to be investment grade. High yield securiti es may provide greater income and opportunity for gain, but entail greater risk of loss of principal. High yield securiti es are predominantly speculati ve with respect to the issuer’s capacity to pay interest and repay principal in accordance with the terms of the obligati on. The market for high yield securiti es is generally less acti ve than the market for higher quality securiti es. This may limit the ability to sell high yield securiti es at the price at which it is being valued for purposes of calculati ng net asset value.

Prospectus | January 28, 201 9 25 RiverNorth/Oaktree High Income Fund

• Government Risk. The U.S. Government’s guarantee of ulti mate payment of principal and ti mely payment of interest on certain U. S. Government securiti es owned by the Fund does not imply that the Fund’s shares are guaranteed or that the price of the Fund’s shares will not ﬂ uctuate. In additi on, securiti es issued by Freddie Mac, Fannie Mae and Federal Home Loan Banks are not obligati ons of, or insured by, the U.S. Government. If a U.S. Government agency or instrumentality in which the Fund invests defaults and the U.S. Government does not stand behind the obligati on, the Fund’s share price could fall. All U.S. Government obligati ons are subject to interest rate risk.

• Sovereign Obligati on Risk. The Underlying Funds may invest in sovereign debt obligati ons. Investment in sovereign debt obligati ons involves special risks not present in corporate debt obligati ons. The issuer of the sovereign debt or the governmental authoriti es that control the repayment of the debt may be unable or unwilling to repay principal or interest when due, and the Underlying Funds may have limited recourse in the event of a default. During periods of economic uncertainty, the market prices of sovereign debt may be more volati le than prices of U.S. debt obligati ons. In the past, certain emerging markets have encountered diﬃ culti es in servicing their debt obligati ons, withheld payments of principal and interest, and declared moratoria on the payment of principal and interest on their sovereign debts.

Foreign Investi ng Risk. Because the Fund may invest in foreign securiti es directly or indirectly in ADRs and Underlying Funds that hold foreign debt and equity securiti es, including the debt of foreign governments and supranati onal organizati ons, and ADRs, it is subject to foreign investi ng risk. Foreign investi ng involves risks not typically associated with U.S. investments. These risks include, among others, adverse fl uctuati ons in foreign currency values as well as adverse politi cal, social and economic developments aff ecti ng a foreign country. In additi on, foreign investi ng involves less publicly available informati on, and more volati le or less liquid securiti es markets. Investments in foreign countries could be aff ected by factors not present in the U.S., such as restricti ons on receiving the investment proceeds from a foreign country, foreign tax laws, and potenti al diffi culti es in enforcing contractual obligati ons. Foreign accounti ng may be less transparent than U.S. accounti ng practi ces and foreign regulati on may be inadequate or irregular. Owning foreign securiti es could cause the Fund’s performance to fl uctuate more than if it held only U.S. securiti es.

Investment Style Risk. The Fund is managed by allocati ng the Fund’s assets to three diﬀ erent strategies, investi ng in closed-end funds, investi ng in high-yield securiti es and investi ng in loans. This may cause the Fund to underperform funds that do not limit their investments to these three strategies during periods when closed-end funds, high yield securiti es or investments through loans underperform other types of investments.

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purchases may adversely aﬀ ect the Fund’s performance to the extent that the Fund is delayed in investi ng new cash and is required to maintain a larger cash positi on than it ordinarily would. In additi on, a large redempti on could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense rati o. However, this risk may be limited to the extent that the adviser and the Fund have entered into a fee deferral and/or expense reimbursement arrangement.

Liquidity Risk. When there is litt le or no acti ve trading market for specifi c types of securiti es, it can become more diffi cult to sell the securiti es in a ti mely manner at or near their perceived value. In such a market, the value of such securiti es and the Fund’s share price may fall dramati cally, even during periods of declining interest rates. Other market developments can adversely aff ect fi xed- income securiti es markets. Regulati ons and business practi ces, for example, have led some fi nancial intermediaries to curtail their capacity to engage in trading (i.e., “market making”) acti viti es for certain fi xed-income securiti es, which could have the potenti al to decrease liquidity and increase volati lity in the fi xed-income securiti es markets. Investments that are illiquid or that trade in lower volumes may be more diffi cult to value. The market for below investment grade securiti es may be less liquid and therefore these securiti es may be harder to value or sell at an acceptable price, especially during ti mes of market volati lity or decline. Investments in foreign securiti es tend to have greater exposure to liquidity risk than domesti c securiti es. Liquidity can decline unpredictably in response to overall economic conditi ons or credit ti ghtening. Increases in volati lity and decreases in liquidity may be caused by a rise in interest rates (or the expectati on of a rise in interest rates). Liquidity risk also may refer to the risk that the Fund will not be able to pay redempti on proceeds within the allowable ti me period stated in this prospectus because of unusual market conditi ons, an unusually high volume of redempti on requests, or other reasons. To meet redempti on requests, the Fund may be forced to sell securiti es at an unfavorable ti me and/or under unfavorable conditi ons, which may adversely aff ect the Fund’s share price.

Loans Risk. Secured loans hold senior positi ons in the capital structure of a business, are secured with speciﬁ c collateral and have a claim on the assets and/or stock of the borrower that is senior to that held by unsecured creditors, subordinated debt holders and stockholders of the borrower. The secured loans in which the Fund will invest may be rated below investment grade or may also be unrated. As a result, the risks associated with secured loans are similar to the risks of below investment grade instruments, although secured loans are senior and secured in contrast to other below investment grade instruments, which are oft en subordinated or unsecured. Nevertheless, if a borrower under a secured loan arrangement defaults, becomes insolvent or goes into bankruptcy, the Fund may recover only a fracti on of what is owed on the secured loan or nothing at all. Secured loans are subject to a number of risks described elsewhere in this secti on, including credit risk, liquidity risk, below investment grade instruments risk and management risk.

Prospectus | January 28, 201 9 27 RiverNorth/Oaktree High Income Fund

extent that a secured loan is collateralized by stock in the borrower or its subsidiaries, such stock may lose some or all of its value in the event of the bankruptcy or insolvency of the borrower. Those secured loans that are under-collateralized involve a greater risk of loss.

Some secured loans are subject to the risk that a court, pursuant to fraudulent conveyance or other similar laws, could subordinate the secured loans to presently existi ng or future indebtedness of the borrower or take other acti on detrimental to lenders, including the Fund. Such court acti on could, under certain circumstances, include invalidati on of secured loans.

If legislati on or state or federal regulati ons impose additi onal requirements or restricti ons on the ability of fi nancial insti tuti ons to make loans, the availability of secured loans for investment by the Fund may be adversely aff ected. In additi on, such requirements or restricti ons could reduce or eliminate sources of fi nancing for certain borrowers. This would increase the risk of default.

If legislati on or federal or state regulati ons require fi nancial insti tuti ons to increase their capital requirements, this may cause fi nancial insti tuti ons to dispose of secured loans that are considered highly levered transacti ons. Such sales could result in prices that, in the opinion of the sub-adviser, do not represent fair value. If the Fund att empts to sell a secured loan at a ti me when a fi nancial insti tuti on is engaging in such a sale, the price the Fund could get for the secured loan may be adversely aff ected.

Management Risk. The adviser’s and sub-adviser’s judgments about the att racti veness, value and potenti al appreciati on of a parti cular asset class or individual security in which the Fund invests may prove to be incorrect and there is no guarantee that the adviser’s and sub-adviser’s judgments will produce the desired results. In additi on, the Fund may allocate its assets so as to under-emphasize or over-emphasize ETFs or other investments under the wrong market conditi ons, in which case the Fund’s value may be adversely aﬀ ected.

Market Risk. Overall stock market risks may also aﬀ ect the value of the Fund. Factors such as domesti c economic growth and market conditi ons, interest rate levels and politi cal events aﬀ ect the securiti es markets.

Preferred Stock Risk. Preferred stock represents the senior residual interest in the assets of an issuer aft er meeti ng all claims, with priority to corporate income and liquidati on payments over the issuer’s common stock. As such, preferred stock is inherently more risky than the bonds and other debt instruments of the issuer, but less risky than its common stock. Certain preferred stocks contain provisions that allow an issuer under certain conditi ons to skip (in the case of “non-cumulati ve” preferred stocks) or defer (in the case of “cumulati ve” preferred stocks) dividend payments. Preferred stocks oft en contain provisions that allow for redempti on in the event of certain tax or legal changes or at the issuer’s call. Preferred stocks typically do not provide any voti ng rights, except in cases when dividends are in arrears beyond a certain ti me period. There is no assurance that dividends on preferred stocks in which the Fund invests will be declared or otherwise made payable. If the Fund owns preferred stock that is deferring its distributi ons, the Fund may be required to report income for U.S. federal income tax purposes while it is not receiving cash payments corresponding to such

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income. When interest rates fall below the rate payable on an issue of preferred stock or for other reasons, the issuer may redeem the preferred stock, generally aft er an initi al period of call protecti on in which the stock is not redeemable. Preferred stocks may be signiﬁ cantly less liquid than many other securiti es, such as U.S. Government securiti es, corporate debt and common stock.

REIT Risk. The Fund may invest in REITs. Investi ng in REITs involves certain unique risks in additi on those risks associated with investi ng in the real estate industry in general. Equity REITs may be aff ected by changes in the value and vacancy rate of the underlying property owned by the REITs, while mortgage REITs may be aff ected by the quality of any credit extended. REITs are dependent upon management skills, are not diversifi ed, and are subject to heavy cash fl ow dependency, default by borrowers and self-liquidati on. REITs also are subject to the possibiliti es of failing to qualify for tax free pass-through of income under the Code and failing to maintain their exempti on from registrati on under the Investment Company Act of 1940, as amended. Investment in REITs involves risks similar to those associated with investi ng in small capitalizati on companies, and REITs (especially mortgage REITs) are subject to interest rate risks. When interest rates decline, the value of a REIT’s investment in fi xed rate obligati ons can be expected to rise. Conversely, when interest rates rise, the value of a REIT’s investment in fi xed rate obligati ons can be expected to decline. Mortgage REITs are also subject to prepayment risk. Because REITs incur expenses like management fees, investments in REITs also add an additi onal layer of expenses.

Security Risk. The value of the Fund may decrease in response to the acti viti es and ﬁ nancial prospects of individual securiti es in the Fund’s portf olio.

Special Purpose Acquisiti on Companies Risks. The Fund may invest in special purpose acquisiti on companies (“SPACs”). SPACs are collecti ve investment structures that pool funds in order to seek potenti al acquisiti on opportuniti es. Unless and unti l an acquisiti on is completed, a SPAC generally invests its assets (less an amount to cover expenses) in U.S. Government securiti es, money market fund securiti es and cash. SPACs and similar enti ti es may be blank check companies with no operati ng history or ongoing business other than to seek a potenti al acquisiti on. Accordingly, the value of their securiti es is parti cularly dependent on the ability of the enti ty’s management to identi fy and complete a proﬁ table acquisiti on. Certain SPACs may seek acquisiti ons only in limited industries or regions, which may increase the volati lity of their prices. If an acquisiti on that meets the requirements for the SPAC is not completed within a predetermined period of ti me, the invested funds are returned to the enti ty’s shareholders. Investments in SPACs may be illiquid and/or be subject to restricti ons on resale. To the extent the SPAC is invested in cash or similar securiti es, this may impact a Fund’s ability to meet its investment objecti ve.

Swap Risk. The Fund may invest in interest rate, index, total return, currency and credit default swap agreements. The Fund may invest in total return swap agreements. The degree of the Fund’s investment in these instruments is not limited, although maximum noti onal amounts are generally set by counterparti es. These agreements are considered derivati ves. Swap agreements are two-party contracts under which the Fund and a counterparty, such as a broker or dealer, agree to exchange the returns (or diff erenti als in rates of return) earned or realized on parti cular predetermined investments or indices. Swaps and swap opti ons can be used for a variety of purposes, including: as an effi cient means of adjusti ng Fund overall exposure to certain markets; in an eff ort to enhance income or total return or protect the value of portf olio securiti es; and to serve as a cash management tool.

There are risks in the use of swaps. Total return swaps could result in losses if the reference index, security, or investments do not perform as anti cipated. The use of swaps may not always be successful; using them could lower the Fund’s total return, their prices can be highly volati le, and the

Prospectus | January 28, 201 9 29 RiverNorth/Oaktree High Income Fund

potenti al loss from the use of swaps can exceed the Fund’s initi al investment in such instruments. Also, the other party to a swap agreement could default on its obligati ons or refuse to cash out the Fund’s investment at a reasonable price, which could turn an expected gain into a loss. The adviser will monitor the creditworthiness of all counterparti es in any swap contract. The maximum noti onal amount available for the total return swap is $75 million and sett lement of amounts owed between the parti es occurs monthly or when the amount owed exceeds $1 million.

Tax Risk. With respect to federal income taxes, any distributi ons to shareholders that represent income from taxable securiti es will generally be taxable as ordinary income, while other distributi ons, such as capital gains, are taxable to the same extent they would be for any mutual fund. Distributi ons also are generally subject to state taxes with certain excepti ons (e.g. some states may have an excepti on where a porti on of the fund’s income is att ributable to municipal securiti es issued in the state in which you reside). New federal or state governmental acti on could adversely aﬀ ect the tax- exempt status of securiti es held by the fund, resulti ng in higher tax liability for shareholders and potenti ally hurti ng fund performance as well.

Underlying Fund Risk. The Fund will invest in other investment companies, ETFs and closed-end funds. The cost of investi ng in the Fund will generally be higher than the cost of investi ng directly in other investment company shares. Investors in the Fund will indirectly bear fees and expenses, including advisory fees, charged by the Underlying Funds in which the Fund invests in additi on to the Fund’s direct fees and expenses. The Fund may also incur brokerage costs when it purchases Underlying Funds. Furthermore, investments in Underlying Funds could aﬀ ect the ti ming, amount and character of distributi ons to shareholders and therefore may increase the amount of taxes payable by investors in the Fund. The Fund is best suited for long-term investors.

The ETFs in which the Fund invests may not be able to replicate exactly the performance of the indices they track because the total return generated by the securiti es will be reduced by transacti on costs incurred in adjusti ng the actual balance of the securiti es. In additi on, the ETFs and index funds will incur expenses not incurred by their applicable indices. Certain securiti es comprising the indices tracked by these investments may, from ti me to ti me, temporarily be unavailable, which may further impede the ability of the ETFs and index funds to track their applicable indices.

Additi onally, the Fund may invest in shares of Underlying Funds that are trading at a discount to net asset value or at a premium to net asset value. There can be no assurance that the market discount on shares of any closed-end fund purchased by the Fund will ever decrease. In fact, it is possible that this market discount may increase and the Fund may suﬀ er realized or unrealized capital losses due to further decline in the market price of the securiti es of such closed-end funds, thereby adversely aﬀ ecti ng the net asset value of the Fund’s shares.

In additi on, certain closed-end funds uti lize leverage in their portf olios. This use of leverage could subject the Underlying Fund, and indirectly, the Fund, to increased risks including increased volati lity in the price of the Underlying Fund shares. The Fund will invest in closed-end funds that pay periodic dividends to shareholders, some of which may be classiﬁ ed as return of capital distributi ons.

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asset pricing. In additi on, other market parti cipants may value securiti es diff erently than the Fund. As a result, the Fund may be subject to the risk that when a loan or fi xed-income instrument is sold in the market, the amount received by the Fund is less than the value of such loans or fi xed-income instruments carried on the Fund’s books.

Other Informati on About the Fund The investment objecti ve of the Fund may be changed without shareholder approval; however, you will be given advance writt en noti ce of any material changes. Informati on about the Fund’s policies and procedures with respect to disclosure of the Fund’s portf olio holdings is included in the Statement of Additi onal Informati on.

From ti me to ti me, the Fund may hold all or a porti on of its assets in cash or cash equivalents pending investment, or when att empti ng to respond to adverse market, economic, politi cal or other conditi ons, causing investment opportuniti es to be limited. Cash equivalents include certi ﬁ cates of deposit; short term, high quality taxable debt securiti es; money market funds and repurchase agreements. If the Fund invests in shares of a money market fund or other investment company, the shareholders of the Fund generally will be subject to duplicati ve management fees. These temporary defensive positi ons may be inconsistent with the Fund’s principal investment strategy and, as a result of engaging in these temporary measures, the Fund may not achieve its investment objecti ve.

HOW TO BUY SHARES

Opening an Account The Fund is a series of RiverNorth Funds and you may purchase shares directly from RiverNorth Funds. You also may purchase shares through a brokerage ﬁ rm or other intermediary that has contracted with RiverNorth Funds to sell shares of the Fund. You may be charged a separate fee by the brokerage ﬁ rm or other intermediary through whom you purchase shares. Shares of the Fund are available exclusively to U.S. citi zens.

If you are investi ng directly in the Fund for the ﬁ rst ti me, please call the Fund’s transfer agent at 1-888-848-7569 to request a Shareholder Account Applicati on. You will need to establish an account before investi ng. Be sure to sign up for all the account opti ons that you plan to take advantage of. For example, if you would not like to be able to redeem you shares by telephone, you should select this opti on on your Shareholder Account Applicati on. Doing so when you open your account means that you will not need to complete additi onal paperwork later.

Your investment in the Fund should be intended as a long-term investment vehicle. The Fund is not designed to provide you with a means of speculati ng on the short-term fl uctuati ons in the stock, bond or loan markets. The Fund reserves the right to reject any purchase request that it regards as disrupti ve to the effi cient management of the Fund, which includes investors with a history of excessive trading. The Fund also reserves the right to stop off ering shares at any ti me.

To help the U.S. Government fi ght the funding of terrorism and money laundering acti viti es, federal law requires all fi nancial insti tuti ons to obtain, verify, and record informati on that identi fi es each person who opens an account. This means that when you open an account, we will ask for your name, residenti al address, date of birth, government identi fi cati on number and other informati on that will allow us to identi fy you. We also may ask to see your driver’s license or other identi fying documents, and may take additi onal steps to verify your identi ty. If we do not receive these required pieces of informati on, there may be a delay in processing your investment request, which could subject your investment to market risk. If we are unable to immediately verify your identi fy, the

Prospectus | January 28, 201 9 31 RiverNorth/Oaktree High Income Fund

Fund may restrict further investment unti l your identi fy is verifi ed. However, if we are unable to verify your identi ty, the Fund reserves the right to close your account without noti ce and return your investment to you at the NAV determined on the day in which your account is closed. If we close your account because we are unable to verify your identi ty, your investment will be subject to market fl uctuati on, which could result in a loss of a porti on of your principal investment. The Fund has appointed an Anti -Money Laundering Compliance Offi cer to oversee these policies.

If you have any questi ons regarding the Fund, please call the transfer agent at 1-888-848-7569.

Eﬀ ecti ve May 11, 2018, if you are opening an account in the name of a legal enti ty (e.g., a partnership, business trust, limited liability company, corporati on, etc.), you may be required to supply the identi ty of the beneﬁ cial owner or controlling person(s) of the legal enti ty prior to the opening of your account. The Fund may request additi onal informati on about you (which may include certain documents, such as arti cles of incorporati on for companies) to help the Fund’s transfer agent verify your identi ty.

Purchasing Shares You may buy shares on any “business day.” Business days are Monday through Friday, other than days the New York Stock Exchange (NYSE) is closed, including the following holidays: New Year’s Day, Marti n Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas Day.

Shares of the Fund are sold at NAV per share. The NAV generally is calculated as of the close of trading on the NYSE every day the NYSE is open. The NYSE normally closes at 4:00 p.m. Eastern Time (“ET”). The Fund’s NAV is calculated by taking the total value of the Fund’s assets, subtracti ng its liabiliti es, and then dividing by the total number of shares outstanding, rounded to the nearest cent.

If you are purchasing directly from RiverNorth Funds, send the completed Shareholder Account Applicati on and a check payable to the Fund to the following address: To Place Orders By Mail: Overnight Mail: RiverNorth Funds RiverNorth Funds P.O. Box 1920 c/o ALPS Fund Services Denver, CO 80201 1290 Broadway, Suite 1100 Denver, CO 80203

Purchase orders received in “proper form” by the Fund’s transfer agent or designated intermediary before the close of trading on the NYSE will be eﬀ ecti ve at the NAV next calculated aft er your order is received. On occasion, the NYSE closes before 4:00 p.m. ET. When that happens, purchase orders received aft er the NYSE closes will be eﬀ ecti ve the following business day.

To be in “proper form,” the purchase order must include:

• Fund name and account number; • Account name(s) and address; • The dollar amount or number of shares you wish to purchase.

The Fund does not consider the US Postal Service or other independent delivery services to be their agents. Therefore, deposit in the mail or with such services, or receipt at the RiverNorth Funds’ post oﬃ ce box, of purchase orders does not consti tute receipt by the Fund.

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The Fund may limit the amount of purchases and refuse to sell to any person.

There is an annual pass through IRA and Coverdell Educati on Savings Account maintenance fee of $10.00 for accounts held directly with the Fund that is charged by the IRA custodian on a per-account basis.

Method of Payment. The Funds will accept purchases only in US dollars drawn from US ﬁ nancial insti tuti ons. Cashier’s checks, third party checks, money orders, credit card convenience checks, cash or equivalents or payments in foreign currencies are not acceptable forms of payment. Checks made payable to any individual or company and endorsed to RiverNorth Funds or the Fund are considered third-party checks.

A $20 fee will be charged against your account for any payment check returned to the transfer agent or for any incomplete electronic funds transfer, insuffi cient funds, stop payment, closed account or other reasons. If a check does not clear your bank or the Fund is unable to debit your predesignated bank account on the day of purchase, the Fund reserves the right to cancel the purchase. If your purchase is canceled, you will be responsible for any fees charged to the Fund for insuffi cient funds (failed payment) and you may be responsible for any fees imposed by your bank as well as any losses that may be incurred as a result of a decline in the value of the canceled purchase. The Fund (or the Fund’s agent) has the authority to redeem shares in your account(s) to cover any losses due to fl uctuati ons in share price. Any profi t on such cancellati on will accrue to the Fund.

If you choose to pay by wire, you must call the Fund’s transfer agent, at 1-888-848-7569 to set up your account, to obtain an account number, and obtain instructi ons on how to complete the wire transfer. You must provide a signed applicati on to ALPS Fund Services, Inc., at the above address in order to complete your initi al wire purchase. Wire orders will be accepted only on a day on which the Fund, custodian and transfer agent are open for business. A wire purchase will not be considered made unti l the wired money and the purchase order are received by the Fund. Any delays that may occur in wiring money, including delays that may occur in processing by the banks, are not the responsibility of the Fund or its transfer agent. The Fund presently does not charge a fee for the receipt of wired funds, but the Fund may charge shareholders for this service in the future.

Purchases In Kind. You may, if the Fund approves, purchase shares of the Fund with securiti es that are eligible for purchase by the Fund (consistent with the Fund’s investment objecti ve, restricti ons and policies) and that have a value that is readily ascertainable in accordance with the Fund’s valuati on policies. To ascertain whether your securiti es will qualify to be accepted as a purchase in kind for the Fund, please contact the Fund at 1-888-848-7569. If accepted, the securiti es will be valued using the same criteria and methods for valuing securiti es to compute the Fund’s net asset value. The Fund or the Adviser may, each in their sole discreti on, determine to periodically acti vate or deacti vate this purchase in kind opti on.

Minimum Investments The minimum initi al investment for Class R Shares is $5,000. For an IRA account, the minimum initi al investment is $1,000. The minimum initi al investment for Class I Shares is $100,000. The minimum subsequent investment for all share classes and all accounts is $100. You are required to maintain a minimum account balance equal to the minimum initi al investment in the Fund, and may be required to redeem your shares if the value of your shares in the Fund falls below the minimum initi al investment due to redempti ons. For more informati on, please read “Additi onal Redempti on Informati on”. If you are a Class R shareholder and you meet the investment minimums for the Class I Shares, you may be eligible to convert your shares, typically on a tax-free basis. Contact the Fund’s transfer agent or your intermediary for more details.

Prospectus | January 28, 201 9 33 RiverNorth/Oaktree High Income Fund

The Fund reserves the right to change the amount of these minimums from ti me to ti me or to waive them in whole or in part for certain accounts. Investment minimums may be higher or lower for investors purchasing shares through a brokerage fi rm or other fi nancial insti tuti on. To the extent investments of individual investors are aggregated into an omnibus account established by an investment adviser, brokerage fi rm, reti rement plan sponsor or other intermediary, the account minimums apply to the omnibus account, not to the account of the individual investor.

For accounts sold through brokerage ﬁ rms and other intermediaries, it is the responsibility of the brokerage ﬁ rm or intermediary to enforce compliance with investment minimums.

Other Purchase Informati on If your wire does not clear, you will be responsible for any loss incurred by the Fund. If you are already a shareholder, the Fund can redeem shares from any identi cally registered account in the Fund as reimbursement for any loss incurred. You may be prohibited or restricted from making future purchases in the Fund.

The Fund may authorize certain brokerage ﬁ rms and other intermediaries (including its designated correspondents) to accept purchase and redempti on orders on its behalf. The Fund is deemed to have received an order when the authorized person or designee receives the order, and the order is processed at the NAV next calculated thereaft er. It is the responsibility of the brokerage ﬁ rm or other intermediary to transmit orders promptly to the Fund’s transfer agent.

RiverNorth Funds discourages market ti ming. Market ti ming is an investment strategy using frequent purchases, redempti ons and/or exchanges in an att empt to profi t from short term market movements. Market ti ming may result in diluti on of the value of the Fund’s shares held by long term shareholders, disrupt portf olio management and increase Fund expenses for all shareholders. The Fund may invest a porti on of its assets in small capitalizati on companies. Because these securiti es are oft en infrequently traded, investors may seek to trade Fund shares in an eff ort to benefi t from their understanding of the value of these securiti es (referred to as price arbitrage). Any such frequent trading strategies may interfere with effi cient management of the Fund’s portf olio to a greater degree than funds that invest in highly liquid securiti es, in part because the Fund may have diffi culty selling these portf olio securiti es at advantageous ti mes or prices to sati sfy large and/or frequent redempti on requests. Any successful price arbitrage also may cause diluti on in the value of Fund shares held by other shareholders. The Board of Trustees has adopted a policy directi ng the Fund to reject any purchase order with respect to one investor, a related group of investors or their agent(s), where it detects a patt ern of purchases and sales of the Fund that indicates market ti ming or trading that it determines is abusive. This policy applies to all Fund shareholders. While the Fund att empts to deter market ti ming, there is no assurance that it will be able to identi fy or eliminate all market ti mers. For example, certain accounts called “omnibus accounts” include multi ple shareholders and typically provide the Fund with a net purchase or redempti on request on any given day. That is, purchasers of Fund shares and redeemers of Fund shares are nett ed against one another and the identi ti es of individual purchasers and redeemers whose orders are aggregated are not known by the Fund. The netti ng eff ect oft en makes it more diffi cult for the Fund to detect market ti ming, and there can be no assurance that the Fund will be able to do so.

The Fund also will impose a redempti on fee on shares redeemed within 90 days of purchase. For more informati on, please see “Redempti on Fee” in this prospectus.

34 (888) 848-7569 | www.rivernorth.com

HOW TO REDEEM (SELL) SHARES

Redeeming Shares You may redeem your shares on any business day. Redempti on orders received in proper form by the Fund’s transfer agent or by a brokerage fi rm or other intermediary selling Fund shares before 4:00 p.m. ET (or before the NYSE closes if the NYSE closes before 4:00 p.m. ET) will be processed at that day’s NAV of the parti cular class. Your brokerage fi rm or intermediary may have an earlier cut-off ti me.

“Proper form” means your request for redempti on must:

• Include the Fund name and account number; • Include the account name(s) and address; • State the dollar amount or number of shares you wish to redeem; and • Be signed by all registered share owner(s) in the exact name(s) and any special capacity in which they are registered.

The Fund does not consider the US Postal Service or other independent delivery services to be their agents. Therefore, deposit in the mail or with such services, or receipt at the RiverNorth Funds’ post oﬃ ce box, of redempti on requests does not consti tute receipt by the Fund.

The Fund may require that the signatures be guaranteed if you request the redempti on check be mailed to an address other than the address of record, or if the mailing address has been changed within 30 days of the redempti on request. The Fund also may require that signatures be guaranteed for redempti ons of $100,000 or more. Signature guarantees are for the protecti on of shareholders. You can obtain a signature guarantee from most banks and securiti es dealers, but not from a notary public. All documentati on requiring a signature guarantee must uti lize a New Technology Medallion stamp. For joint accounts, both signatures must be guaranteed. Please call the transfer agent at 1-888-848-7569 if you have questi ons regarding signature guarantees. At the discreti on of the Fund, you may be required to furnish additi onal legal documents to insure proper authorizati on.

Shares of the Fund may be redeemed by mail or telephone. You may receive redempti on payments in the form of a check or federal wire transfer. If you redeem your shares through a brokerage ﬁ rm or other intermediary, you may be charged a fee by that insti tuti on.

The Fund is not responsible for losses or fees resulti ng from posti ng delays or non-receipt of redempti on payments at your bank when shareholder payment instructi ons are followed.

Redeeming By Mail You may redeem (sell) any part of your account in the Fund by mail at no charge. Your request, in proper form, should be addressed to:

By Mail: Overnight Mail: RiverNorth Funds RiverNorth Funds P.O. Box 1920 c/o ALPS Fund Services Denver, CO 80201 1290 Broadway, Suite 1100 Denver, CO 80203

Prospectus | January 28, 201 9 35 RiverNorth/Oaktree High Income Fund

Telephone Redempti ons You may redeem any part of your account (up to $25,000) in the Fund by calling the transfer agent at 1-888-848-7569. You must fi rst complete the Telephone & Online Privileges secti on of the investment applicati on to insti tute this opti on. The Fund, the transfer agent and the custodian are not liable for following redempti on instructi ons communicated by telephone to the extent that they reasonably believe the telephone instructi ons to be genuine. However, if they do not employ reasonable procedures to confi rm that telephone instructi ons are genuine, they may be liable for any losses due to unauthorized or fraudulent instructi ons. Procedures employed may include recording telephone instructi ons and requiring a form of personal identi fi cati on from the caller.

The Fund may terminate the telephone redempti on procedures at any ti me. During periods of extreme market acti vity it is possible that shareholders may encounter some diﬃ culty in telephoning the Fund, although neither the Fund nor the transfer agent has ever experienced diﬃ culti es in receiving and responding to telephone requests for redempti ons in a ti mely fashion. If you are unable to reach the Fund by telephone, you may request a redempti on by mail.

Redempti ons-In-Kind Generally, all redempti ons will be for cash. However, if you redeem shares worth more than $250,000 or 1% of the value of the Fund’s assets, the Fund reserves the right to pay all or part of your redempti on proceeds in readily marketable securiti es instead of cash under unusual circumstances in order to protect the interests of remaining shareholders, or to accommodate a request by a parti cular shareholder. If payment is made in securiti es, the Fund will value the securiti es selected in the same manner in which it computes its NAV. This process minimizes the eﬀ ect of large redempti ons on the Fund and its remaining shareholders. In the event that an in-kind distributi on is made, you may incur additi onal expenses, such as the payment of brokerage commissions, on the sale or other dispositi on of the securiti es received from the Fund.

Redempti on Fee Shareholders that redeem shares within 90 days of purchase will be assessed a redempti on fee of 2.00% of the amount redeemed. The Fund uses a “fi rst in, fi rst out” method for calculati ng the redempti on fee. This means that shares held the longest will be redeemed fi rst, and shares held the shortest ti me will be redeemed last. Systemati c withdrawal and/or contributi on programs, mandatory reti rement distributi ons, involuntary redempti ons of small accounts by the Fund, and transacti ons initi ated by a reti rement plan sponsor or parti cipant are not subject to the redempti on fee. The redempti on fee is paid directly to and retained by the Fund, and is designed to deter excessive short-term trading and to off set brokerage commissions, market impact, and other costs that may be associated with short-term money movement in and out of the Fund. Due to operati onal considerati ons, the Fund may permit certain brokerage fi rms and intermediaries to not impose a redempti on fee or to alter the amount or terms of the redempti on fee. You should contact your brokerage fi rm or intermediary for more informati on on whether the redempti on fee will be applied to redempti ons of your shares.

The Fund reserves the right to modify or eliminate the redempti on fee or waivers at any ti me. If there is a material change to the Fund’s redempti on fee, the Fund will noti fy you at least 60 days prior to the eﬀ ecti ve date of the change.

Additi onal Redempti on Informati on If you are not certain of the redempti on requirements, please call the transfer agent at 1-888-848-7569. Redempti ons specifying a certain date or share price cannot be accepted and will be returned. You will be mailed the proceeds on or before the ﬁ ft h business day following the redempti on. However,

36 (888) 848-7569 | www.rivernorth.com

if you recently purchased your shares by check, your redempti on proceeds will not be sent to you unti l your original check clears, which may take up to 15 days. You may be assessed a fee if the Fund incurs bank charges because you request that the Fund re-issue a redempti on check. Also, when the NYSE is closed (or when trading is restricted) for any reason other than its customary weekend or holiday closing or under any emergency circumstances, as determined by the Securiti es and Exchange Commission (“SEC”), the Fund may suspend redempti ons or postpone payment dates.

Redempti on proceeds sent via check by the Fund and not cashed within 180 days will be reinvested in the Fund at the current day’s NAV of the parti cular class to which the redempti on proceeds relate. Redempti on proceeds that are reinvested are subject to the risk of loss like any other investment in the Fund.

Because the Fund incurs certain ﬁ xed costs in maintaining shareholder accounts, the Fund may require that you redeem all of your shares in the Fund upon 30 days writt en noti ce if the value of your Class R Shares of the Fund is less than $5,000, or your Class I Shares of the Fund is less than $25,000, due to redempti on, or such other minimum amount as the Fund may determine from ti me to ti me. You may increase the value of your shares in the Fund to the minimum amount within the 30-day period. All shares of the Fund also are subject to involuntary redempti on if the Board of Trustees determines to liquidate the Fund. An involuntary redempti on will create a capital gain or a capital loss, which may have tax consequences to you and about which you should consult your tax adviser.

DISTRIBUTION PLAN

The Fund has adopted a plan under Rule 12b-1 of the 1940 Act for Class R Shares that allows the Fund to pay distributi on fees for the sale and distributi on of its Class R Shares and allows the Fund to pay for distributi on-related acti viti es and/or shareholder services provided to shareholders. Shareholders of Class R Shares of the Fund may pay annual 12b-1 expenses of up to 0.25%. Because these fees are paid out of the Fund’s assets on an on-going basis, over ti me these fees will increase the cost of your investment and may cost you more than paying other types of sales charges.

VALUING THE FUND’S ASSETS

The Fund’s assets are generally valued at their market value using market quotati ons. The Fund may use pricing services to determine market value. If market prices are not available or, in the adviser’s or sub-adviser’s opinion, market prices do not refl ect fair value, or if an event occurs aft er the close of trading on the domesti c or foreign exchange or market on which the security is principally traded (but prior to the ti me the NAV is calculated) that materially aff ects fair value, the adviser or sub- adviser will value the Fund’s assets at their fair value according to policies approved by the Fund’s Board of Trustees. For example, if trading in a portf olio security is halted and does not resume before the Fund calculates its NAV, the adviser or sub-adviser may need to price the security using the Fund’s fair value pricing guidelines. Without a fair value price, short term traders could take advantage of the arbitrage opportunity and dilute the NAV of long term investors. Securiti es trading on overseas markets present ti me zone arbitrage opportuniti es when events aff ecti ng portf olio security values occur aft er the close of the overseas market, bur prior to the close of the U.S. market. Fair valuati on of the Fund’s portf olio securiti es can serve to reduce arbitrage opportuniti es available to short term traders, but there is no assurance that fair value pricing policies will prevent diluti on of the Fund’s NAV by short term traders. Fair valuati on involves subjecti ve judgments and it is possible that the fair value determined for a security may diff er materially from the value that could be realized upon

Prospectus | January 28, 201 9 37 RiverNorth/Oaktree High Income Fund

the sale of the security. The Fund will invest in Underlying Funds. The Fund’s NAV is calculated based, in part, upon the net asset values of the underlying open-end mutual funds in its portf olio, and the prospectuses of those companies explain the circumstances under which they will use fair value pricing and the eﬀ ects of using fair value pricing.

DIVIDENDS, DISTRIBUTIONS AND TAXES

Dividends and Distributi ons The Fund intends to distribute substanti ally all of its net investment income in the form of dividends and taxable capital gains to its shareholders. The Fund will distribute dividends monthly and capital gains annually. The Fund expects that distributi ons will consist primarily of ordinary income and short term capital gains. These distributi ons are automati cally reinvested in the Fund unless you request cash distributi ons on your applicati on or through a writt en request to the Fund. Reinvested dividends and distributi ons receive the same tax treatment as those paid in cash. If you are interested in changing your electi on, you may call the Fund’s transfer agent at 1-888-848-7569 or send a writt en noti ﬁ cati on to:

By Mail: Overnight Mail: RiverNorth Funds RiverNorth Funds P.O. Box 1920 c/o ALPS Fund Services Denver, CO 80201 1290 Broadway, Suite 1100 Denver, CO 80203

The Fund will send dividends and capital gain distributi ons elected to be received as cash to the address of record or bank of record on the applicable account. Distributi on checks will only be issued for payments greater than $25.00. Distributi ons will automati cally be reinvested in shares of the Fund(s) generati ng the distributi on if under $25.00. Your outstanding checks may be canceled and proceeds reinvested, and your distributi on opti ons will automati cally be converted to having all dividends and other distributi ons reinvested in additi onal shares if any of the following occur:

• Postal or other delivery service is unable to deliver checks to the address of record; • Dividends and capital gain distributi on are not cashed within 180 days; or • Bank account of record is no longer valid.

Interest will not accrue on uncashed distributi on checks.

Taxes The following summarizes certain federal income tax considerati ons of investi ng in the Fund. The discussion is based on current law which is subject to change, even retroacti vely. The discussion below only relates to shares held by those who are U.S. citi zens or U.S. residents. The Fund qualifi es as a regulated investment company under the Internal Revenue Code of 1986, as amended and intends to maintain its status as such. Accordingly, it will distribute all or substanti ally all of its income and its gains to its shareholders. Distributi ons of the Funds income and gains, whether paid in cash or reinvested in additi onal shares are taxed as ordinary income, long term capital gains, qualifi ed dividend income or a combinati on of the above. Long term capital gains and qualifi ed dividend income are currently taxed at a maximum federal rate of 20%. In additi on, if the Fund invests in REITs, a porti on of Fund income distributed to you may be depreciati on recapture income taxed at a 25% rate. Fund dividends are taxable to you in the year paid, except that dividends declared before December 31 but paid in January of the next year will be taxed in the prior year. Individuals, trusts and estates whose income exceeds certain threshold amounts are subject to an additi onal Medicare contributi on tax of 3.8% on investment income including capital gains and dividends from the Fund.

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The sale or redempti on of Fund shares is a taxable transacti on which may result in a recogniti on of gain or loss for federal income tax purposes. The amount of any gain or loss to be recognized is determined by the diﬀ erence between the amount realized and your adjusted tax basis in your shares. The Fund is required to compute and report to the Internal Revenue Service the basis of all shares acquired aft er January 1, 2012. The Fund has elected to use the average cost method in calculati ng your basis, unless you instruct otherwise. In general, gain or loss from shares held for more than one year will be long term capital gain or loss.

You are taxable on dividends received regardless of how long you have owned the shares and accordingly may want to avoid making a substanti al investment in the Fund when the Fund is about to make a taxable distributi on, because you would be responsible for any taxes on the distributi on.

Early each year, the Fund will mail to you a statement setti ng forth the federal income tax informati on for all distributi ons made for the previous year. If you do not provide your taxpayer identi ﬁ cati on number, your account will be subject to backup withholding.

The tax considerati ons described in this secti on do not apply to tax-exempt or tax-deferred accounts such as 401(k) plans, individual reti rement accounts or 529 plans. Distributi ons from tax-exempt or tax-deferred accounts may be taxable. Because each investor’s tax circumstances are unique, please consult with your tax adviser about your investment.

MANAGEMENT OF THE FUND

RiverNorth Capital Management, LLC (“RiverNorth Capital”) is the Fund’s investment adviser and through its portf olio managers manages the Tacti cal Closed-End Fund Strategy of the Fund and oversees the management of all of the Fund’s strategies. Founded in 2000, RiverNorth Capital is located at 325 N. LaSalle Street, Suite 645, Chicago, Illinois 60654. RiverNorth Capital is registered with the SEC as an investment adviser and manages, as of December 31, 2018, approximately $3.121 billion in registered funds, private funds and separately managed accounts.

Oaktree Capital Management, L.P., (“Oaktree”) located at 333 South Grand Avenue, 28th Floor, Los Angeles, California 90071, is the Fund’s sub-adviser. Oaktree was founded in April 1995 and is a leading global investment management fi rm focused on alternati ve markets. Oaktree manages assets across a wide range of investment strategies within six asset classes: distressed debt, corporate debt (including mezzanine fi nance, high yield bonds and senior loans), control investi ng, converti ble securiti es, real estate and listed equiti es. Oaktree off ers investment advisory services to separately managed accounts and pooled investment vehicles. As of September 30, 2018 Oaktree had approximately $ 124 billion in assets under management.1

1 References to “assets under management” or “AUM” represent assets managed by Oaktree and a proportionate amount of the AUM reported by DoubleLine Capital LP (“DoubleLine”), in which Oaktree owns a 20% minority interest. Oaktree’s methodology for calculating AUM includes (i) the net asset value (NAV) of assets managed directly by Oaktree, (ii) the leverage on which management fees are charged, (iii) undrawn capital that Oaktree is entitled to call from investors in Oaktree funds pursuant to their capital commitments, (iv) for collateralized loan obligation vehicles, the aggregate par value of collateral assets and principal cash, (v) for publicly traded business development companies, gross assets (including assets acquired with leverage), net of cash, and (vi) Oaktree’s pro rata portion of the AUM reported by DoubleLine. Oaktree’s calculation of AUM may differ from the calculations of other asset managers and, as a result, Oaktree’s measurements of AUM may not be comparable to similar measures presented by other asset managers. Oaktree’s defi nition of AUM is not based on the defi nitions of AUM that may be set forth in agreements governing its investment funds, vehicles or accounts that it manages and is not calculated pursuant to regulatory defi nitions.

Prospectus | January 28, 201 9 39 RiverNorth/Oaktree High Income Fund

Portf olio Managers Patrick W. Galley, CFA®, is the Fund’s co-portf olio manager. Mr. Galley is the Chief Investment Oﬃ cer and portf olio manager for RiverNorth Capital. While serving as the President and Chairman of RiverNorth Funds, Mr. Galley also heads RiverNorth Capital’s research and investment team and oversees all portf olio management acti viti es at RiverNorth Capital. Prior to joining RiverNorth Capital in 2004, Mr. Galley was most recently a Vice President at Bank of America in the Global Investment Bank’s Portf olio Management group. He graduated with honors from Rochester Insti tute of Technology with a B.S. in Finance. Mr. Galley has received the Chartered Financial Analyst (CFA®) designati on, is a member of the CFA Insti tute, and is a member of the CFA Society of Chicago.

Stephen O’Neill, CFA®, is the Fund’s co-portf olio manager. Mr. O’Neill conducts qualitati ve and quanti tati ve analysis of closed-end funds and their respecti ve asset classes. Prior to joining RiverNorth Capital in 2007, Mr. O’Neill was most recently an Assistant Vice President at Bank of America in the Global Investment Bank’s Portf olio Management group. At Bank of America, he specialized in the corporate real estate, asset management, and structured ﬁ nance industries. Mr. O’Neill graduated magna cum laude from Miami University in Oxford, Ohio with a B.S. in Finance. Mr. O’Neill has received the Chartered Financial Analyst (CFA®) designati on, is a member of the CFA Insti tute, and is a member of the CFA Society of Chicago.

Sheldon M. Stone is the Fund’s co-portf olio manager. Mr. Stone is a Principal of Oaktree and serves as a Co-Portf olio Manager of Oaktree’s U.S. High Yield Bond and Global High Yield Bond strategies and has supervisory responsibility for Oaktree’s European High Yield strategy. Mr. Stone is also a co-founder of Oaktree, which was established in 1995. Prior to founding Oaktree, Mr. Stone helped establish and run the High Yield Bond Department at TCW for 10 years. From 1978 to 1983, Mr. Stone worked at The Prudenti al Insurance Company where he was a director of corporate fi nance, managing a fi xed income portf olio exceeding, at that ti me, $1 billion. Mr. Stone holds a B.A. degree from Bowdoin College and an M.B.A. in accounti ng and fi nance from Columbia University. Mr. Stone serves as a Trustee of Colonial Williamsburg Foundati on and serves on the investment committ ee of Bowdoin College.

Armen Panossian is the Fund’s co-portf olio manager. Mr. Panossian is a Managing Director and Portf olio Manager of Oaktree’s U.S. Senior Loans strategy and Co-Portf olio Manager of the Structured Credit strategy. Mr. Panossian joined Oaktree in 2007 as a senior member of its Distressed Debt investment team where he contributed to the analysis and portf olio constructi on of its funds. In 2014, he joined the U.S. Senior Loan team to assume co-portf olio management responsibiliti es and lead the development of Oaktree’s CLO business. Mr. Panossian joined Oaktree from Pequot Capital Management, where he worked on their distressed debt strategy. Mr. Panossian received a B.A. degree in economics with honors and disti ncti on from Stanford University, where he was elected to Phi Beta Kappa. He then went on to receive an M.S. degree in health service research from Stanford Medical School and J.D. and M.B.A. degrees from Harvard Law School and Harvard Business School. He is a member of the State Bar of California.

David Rosenberg is the Fund’s co-portf olio manager. Mr. Rosenberg is a Managing Director and Co-Portf olio Manager of Oaktree’s U.S. High Yield Bond and Global High Yield Bond strategies. Mr. Rosenberg joined Oaktree in 2004 following graduati on from the University of Southern California with an M.B.A in business administrati on. Before att ending graduate school, Mr. Rosenberg served as an associate in the Franchise Systems Finance Group at JP Morgan. Mr. Rosenberg also holds an M.P.A. in professional accounti ng with a concentrati on in ﬁ nance and a B.A. degree in business administrati on from the University of Texas at Austi n. He is a Certi ﬁ ed Public Accountant (inacti ve).

40 (888) 848-7569 | www.rivernorth.com

Anthony Shackleton is the Fund’s co-portf olio manager. Mr. Shackleton is a Managing Director and Co- Portf olio Manager for Oaktree’s European High Yield Bond and Global High Yield Bond strategies. Mr. Shackleton joined Oaktree’s London oﬃ ce in 2004. He previously worked at PricewaterhouseCoopers LLP in the UK, where he qualiﬁ ed as a Chartered Accountant. Mr. Shackleton is a graduate of the University of Oxford.

Madelaine Jones is the Fund’s co-portf olio manager. Ms. Jones is a Managing Director and Co- Portf olio Manager for the European Senior Loan strategy and Assistant Portf olio Manager for the European High Yield Bond strategy and Portf olio Manager for the European CLO strategy. Before joining Oaktree, Ms. Jones spent more than three years at Deutsche Bank AG in London as a senior associate in the Leveraged Debt Originati on Group specializing in loan, mezzanine and high yield bond ﬁ nancings to support European leveraged buyouts. Prior thereto, she spent two years in the Acquisiti on Finance Group at Natwest Group plc. Ms. Jones received a B.A. degree in economics from the University of Durham, England. She is a CFA charterholder.

The Fund’s Statement of Additi onal Informati on provides informati on about the compensati on received by the portf olio managers and the portf olio management team, other accounts that they manage and their ownership of Fund shares.

For the ﬁ scal year ended September 30, 2018, the Fund paid the adviser a fee equal to 1.00% of the Fund’s average annual daily net assets. Under the terms of a Sub-Advisory Agreement between the adviser and the sub-adviser, the adviser (not the Fund) pays the sub-adviser its sub-advisory fee. A discussion regarding the basis of the Board of Trustees’ approval of the Management Agreement between the Fund and RiverNorth Capital and the Sub-Advisory Agreement between RiverNorth Capital and Oaktree Capital Management, L.P. is available in the Fund’s semi-annual report to shareholders for the period ended March 31 of each year.

The adviser has contractually agreed to defer the collecti on of management fees and/or reimburse expenses (excluding brokerage fees and commissions; borrowing costs such as (a) interest and (b) dividends on securiti es sold short; taxes; indirect expenses incurred by the underlying funds in which the Fund invests; and extraordinary expenses), including amorti zed off ering costs, of the Fund unti l January 31, 2020 in order to maintain the Total Annual Fund Operati ng Expenses Aft er Fee Deferral and/or Expense Reimbursement at 1.60% and 1.35% for the Class R shares and Class I shares, respecti vely. Any deferral or reimbursement is subject to repayment by the Fund within three fi scal years following the fi scal year in which the expenses occurred if the Fund is able to make the repayment without exceeding its current expense limitati on and the repayment is approved by the Board of Trustees. For the fi scal year ended September 30, 2018, there were fee deferrals or reimbursements for Class R Shares of $1,430 expiring on September 30, 2019, $2,773 expiring on September 30, 2020 and $13,126 expiring on September 30, 2021; there were fee deferrals or reimbursements for Class I Shares of $98,502 expiring on September 30, 2021.

RiverNorth Capital (not the Fund) may pay certain ﬁ nancial insti tuti ons (which may include banks, brokers, securiti es dealers and other industry professionals) a fee for providing distributi on related services and/or for performing certain administrati ve servicing functi ons for Fund shareholders to the extent these insti tuti ons are allowed to do so by applicable statute, rule or regulati on.

SHAREHOLDER STATEMENTS AND REPORTS

RiverNorth Funds or your brokerage ﬁ rm or other intermediary will send you transacti on conﬁ rmati on statements and quarterly account statements. Please review these statements carefully.

Prospectus | January 28, 201 9 41 RiverNorth/Oaktree High Income Fund

To reduce expenses and conserve natural resources, RiverNorth Funds will deliver a single copy of prospectuses and ﬁ nancial reports to individual investors who share a residenti al address, provided they have the same last name or the Fund reasonably believes they are members of the same family. If you would like to receive separate mailings, please call 1-888-848-7569 and RiverNorth Funds will begin individual delivery within 30 days aft er RiverNorth Funds receives your instructi ons.

At least twice a year, you will receive a ﬁ nancial report from the Fund. In additi on, you may periodically receive proxy statements and other reports.

Electronic copies of ﬁ nancial reports and the prospectus are available. To parti cipate (or end your parti cipati on) in the Fund’s electronic delivery program, please complete the appropriate secti on of the Shareholder Account Applicati on or call 1-888-848-7569.

FINANCIAL HIGHLIGHTS

The Financial Highlights table is intended to help you understand the Fund’s fi nancial performance during the period of its operati ons. Certain fi nancial informati on refl ects fi nancial results for a single Fund share. The total returns in the table represents the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all dividends and distributi ons). This informati on has been audited by Cohen & Company, Ltd., Independent Registered Public Accounti ng Firm, whose report, along with the Fund’s fi nancial statements, are included in the Annual Report, which is available upon request.

42 (888) 848-7569 | www.rivernorth.com

RiverNorth/Oaktree High Income Fund – Class I For a share outstanding throughout the periods presented For the For the For the For the For the Year Ended Year Ended Year Ended Year Ended Year Ended September 30, September 30, September 30, September 30, September 30, 2018 2017 2016 2015 2014

Net asset value - beginning of period $ 9.73 $ 9.48 $ 9.18 $ 10.25 $ 9.95 Income/(loss) from investment operati ons: Net investment income(a) 0.39 0.35 0.44 0.43 0.47 Net realized and unrealized gain/ (loss) on investments(a) (0.18) 0.31 0.44 (0.77) 0.33 Total income/(loss) from investment operati ons 0.21 0.66 0.88 (0.34) 0.80 Less distributi ons: From net investment income (0.24) (0.38) (0.55) (0.53) (0.50) From net realized gain on investments — — — (0.20) — From tax return of capital (0.12) (0.03) (0.03) — — Total distributi ons (0.36) (0.41) (0.58) (0.73) (0.50) Paid-in capital from redempti on fees(a) 0.00(b) 0.00(b) 0.00(b) 0.00(b) 0.00(b) Net increase/(decrease) in net asset value (0.15) 0.25 0.30 (1.07) 0.30 Net asset value - end of period $ 9.58 $ 9.73 $ 9.48 $ 9.18 $ 10.25 Total Return(c) 2.22% 7.11% 10.09% (3.50%) 8.16%

Prospectus | January 28, 201 9 43 RiverNorth/Oaktree High Income Fund

For the For the For the For the For the Year Ended Year Ended Year Ended Year Ended Year Ended September 30, September 30, September 30, September 30, September 30, 2018 2017 2016 2015 2014

Supplemental Data: Net assets, end of period (in thousands) $ 49,856 $ 63,842 $ 73,580 $ 88,360 $ 69,473 Rati os to Average Net Assets (including interest expense) Rati o of expenses to average net assets excluding fee waivers and reimbursements(d) 1.54%(e) 1.35%(e) 1.34%(e) 1.36%(e) 1.39% Rati o of expenses to average net assets including fee waivers and reimbursements(d) 1.36%(e) 1.35%(e) 1.34%(e) 1.36%(e) 1.35% Rati o of net investment income to average net assets excluding fee waivers and reimbursements(d) 3.84%(e) 3.59%(e) 4.86%(e) 4.40%(e) 4.45% Rati o of net investment income to average net assets including fee waivers and reimbursements(d) 4.02%(e) 3.59%(e) 4.86%(e) 4.40%(e) 4.49% Rati os to Average Net Assets (excluding interest expense) Rati o of expenses to average net assets excluding fee waivers and reimbursements(d) 1.53%(e) 1.35%(e) 1.34%(e) 1.35%(e) N/A Rati o of expenses to average net assets including fee waivers and reimbursements(d) 1.35%(e) 1.35%(e) 1.34%(e) 1.35%(e) N/A Rati o of net investment income to average net assets excluding fee waivers and reimbursements(d) 3.83%(e) 3.59%(e) 4.86%(e) 4.41%(e) N/A Rati o of net investment income to average net assets including fee waivers and reimbursements(d) 4.01%(e) 3.59%(e) 4.86%(e) 4.41%(e) N/A Portf olio turnover rate 76% 121% 40% 70% 91%

(a) Based on average shares outstanding during the period. (b) Less than $0.005 per share. (c) Total return in the above table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.

44 (888) 848-7569 | www.rivernorth.com

(d) The rati os exclude the impact of expenses of the underlying funds in which the Fund invests as represented in the Schedule of Investments included in the Annual Report of the Fund. (e) The porti on of the rati os att ributable to recoupments for the periods ended September 30, 2018, September 30, 2017, September 30, 2016 and September 30, 2015 were 0.00%, 0.00%, 0.00% and 0.06%, respecti vely.

Prospectus | January 28, 201 9 45 RiverNorth/Oaktree High Income Fund

RiverNorth/Oaktree High Income Fund – Class R For a share outstanding throughout the periods presented For the For the For the For the For the Year Ended Year Ended Year Ended Year Ended Year Ended September 30, September 30, September 30, September 30, September 30, 2018 2017 2016 2015 2014

Net asset value - beginning of period $ 9.72 $ 9.47 $ 9.17 $ 10.24 $ 9.95 Income/(loss) from investment operati ons: Net investment income(a) 0.36 0.32 0.43 0.41 0.46 Net realized and unrealized gain/ (loss) on investments(a) (0.16) 0.32 0.43 (0.77) 0.31 Total income/(loss) from investment operati ons 0.20 0.64 0.86 (0.36) 0.77 Less distributi ons: From net investment income (0.23) (0.36) (0.54) (0.51) (0.48) From net realized gain on investments — — — (0.20) — From tax return of capital (0.11) (0.03) (0.02) — — Total distributi ons (0.34) (0.39) (0.56) (0.71) (0.48) Paid-in capital from redempti on fees(a) 0.00(b) 0.00(b) 0.00(b) 0.00(b) 0.00(b) Net increase/(decrease) in net asset value (0.14) 0.25 0.30 (1.07) 0.29 Net asset value - end of period $ 9.58 $ 9.72 $ 9.47 $ 9.17 $ 10.24 Total Return(c) 2.07% 6.83% 9.83% (3.76%) 7.78%

46 (888) 848-7569 | www.rivernorth.com

For the For the For the For the For the Year Ended Year Ended Year Ended Year Ended Year Ended September 30, September 30, September 30, September 30, September 30, 2018 2017 2016 2015 2014

Supplemental Data: Net assets, end of period (in thousands) $ 6,758 $ 7,635 $ 7,203 $ 10,368 $ 16,163 Rati os to Average Net Assets (including interest expense) Rati o of expenses to average net assets excluding fee waivers and reimbursements(d) 1.79%(e) 1.63%(e) 1.62%(e) 1.61%(e) 1.63% Rati o of expenses to average net assets including fee waivers and reimbursements(d) 1.61%(e) 1.60%(e) 1.60%(e) 1.61%(e) 1.60% Rati o of net investment income to average net assets excluding fee waivers and reimbursements(d) 3.60%(e) 3.29%(e) 4.69%(e) 4.14%(e) 4.40% Rati o of net investment income to average net assets including fee waivers and reimbursements(d) 3.78%(e) 3.33%(e) 4.71%(e) 4.14%(e) 4.43% Rati os to Average Net Assets (excluding interest expense) Rati o of expenses to average net assets excluding fee waivers and reimbursements(d) 1.78%(e) 1.63%(e) 1.62%(e) 1.60%(e) N/A Rati o of expenses to average net assets including fee waivers and reimbursements(d) 1.60%(e) 1.60%(e) 1.60%(e) 1.60%(e) N/A Rati o of net investment income to average net assets excluding fee waivers and reimbursements(d) 3.59%(e) 3.29%(e) 4.69%(e) 4.15%(e) N/A Rati o of net investment income to average net assets including fee waivers and reimbursements(d) 3.77%(e) 3.33%(e) 4.71%(e) 4.15%(e) N/A Portf olio turnover rate 76% 121% 40% 70% 91%

Prospectus | January 28, 201 9 47 RiverNorth/Oaktree High Income Fund

48 (888) 848-7569 | www.rivernorth.com Privacy Policy

The policies and procedures detailed below (“Privacy Policy”) establish the guidelines concerning how RiverNorth Capital Management, LLC and its aﬃ liates1 (referred to herein collecti vely as “RiverNorth”) gathers and uses informati on about you. Please review the Privacy Policy carefully.

Financial companies such a RiverNorth choose how they share your personal informati on. This Privacy Policy provides informati on about how we collect, share, and protect your personal informati on, and how you might choose to limit our ability to share certain informati on about you.

All fi nancial companies need to share customers’ personal informati on to run their everyday businesses. Accordingly, your informati on plays an important role in the success of our business. However, we recognize that you have entrusted us with your personal and fi nancial data, and we recognize our obligati on to keep this informati on secure. Maintaining your privacy is important to us, and we hold ourselves to a high standard in its safekeeping and use. Most importantly, RiverNorth does not sell its customers’ non-public personal informati on to any third parti es. RiverNorth uses its customers’ non-public personal informati on primarily to complete fi nancial transacti ons that its customers request or to make its customers aware of other fi nancial products and services off ered by RiverNorth.

RiverNorth may collect non-public informati on about you from the following sources:

• Informati on we receive about you on applicati ons or other forms; • Informati on you may give us orally; • Informati on about your transacti ons with us or others; • Informati on you submit to us in correspondence, including emails or other electronic communicati ons; and • Informati on about any bank account you use for transfers between your bank account and any Fund account, including informati on provided when eﬀ ecti ng wire transfers.

RiverNorth does not disclose any non-public personal informati on about our customers or former customers without the customer’s authorizati on, except that we may disclose the informati on listed above, as follows:

It may be necessary for RiverNorth to provide informati on to nonaﬃ liated third parti es in connecti on with our performance of the services we have agreed to provide you. For example, it might be necessary to do so in order to process transacti ons and maintain accounts. RiverNorth exercises great care in making sure those enti ti es have safeguards to protect your informati on and that they do not use your informati on for other purposes.

RiverNorth will release any of the non-public informati on listed above about a customer if directed to do so by that customer or if RiverNorth is authorized by law to do so, such as in the case of a court order, legal investi gati on, or other properly executed governmental request.

In order to alert a customer to other fi nancial products and services off ered by RiverNorth or an affi liate, RiverNorth may share informati on with an affi liate, including companies using the RiverNorth name or logo. Such products and services may include, for example, other investment products managed by or affi liated with RiverNorth. If you prefer that we not contact you for this purpose or not disclose non-public personal informati on about you to our affi liates for this purpose, you may direct us not to make such disclosures (other than disclosures permitt ed by law) by calling 1-800-646-0148, emailing us at [email protected] or mailing us at 325 North LaSalle Street, Suite 645, Chicago, Illinois 60654. If you limit this sharing and you have a joint account, your decision will be applied to all owners of the account.

Prospectus | January 28, 201 9 49 RiverNorth/Oaktree High Income Fund

We will limit access to your personal account informati on to those agents and vendors who need to know that informati on to provide products and services to you. Your informati on is not provided by us to nonaﬃ liated third parti es for marketi ng purposes. We maintain physical, electronic, and procedural safeguards to guard your non-public personal informati on.

As required by federal law, RiverNorth will noti fy customers of RiverNorth’s Privacy Policy annually. RiverNorth reserves the right to modify this policy at any ti me, but in the event that there is a change, RiverNorth will promptly inform its customers of that change.

1 This Privacy Policy covers direct clients of RiverNorth Capital Management, LLC and the following funds managed or advised by RiverNorth Capital Management, LLC: RiverNorth Funds, RiverNorth Capital Partners, L.P., RiverNorth Institutional Partners, L.P., RiverNorth Specialty Finance, LLC, RiverNorth Marketplace Lending Corp., RiverNorth Opportunistic Municipal Income Fund, Inc. and RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.

50 (888) 848-7569 | www.rivernorth.com

RIVERNORTH FUNDS RIVERNORTH/OAKTREE HIGH INCOME FUND

Board of Trustees Patrick W. Galley, CFA®, Chairman John K. Carter James G. Kelley John S. Oakes David M. Swanson

Investment Adviser RiverNorth Capital Management, LLC

Sub-Adviser Oaktree Capital Management, L.P.

Transfer and Dividend Disbursing Agent and Administrator ALPS Fund Services, Inc.

Distributor ALPS Distributors, Inc.

Legal Counsel Drinker Biddle & Reath LLP

Independent Registered Public Accounti ng Firm Cohen & Company, Ltd.

Custodian State Street Bank and Trust

Prospectus | January 28, 201 9 51 This page intenti onally left blank.

For More Information

Several additional sources of information are available to you. The Statement of Additional Information (“SAI”), incorporated into this Prospectus by reference (and therefore legally a part of this Prospectus), contains detailed information on Fund policies and operations, including policies and proceduresrelating to the disclosure RISRUWIROLRKROGLQJVE\WKH)XQG¶VDI¿OLDWHV$QQXDODQGVHPLDQQXDO reports contain management’s discussion of market conditions and LQYHVWPHQWVWUDWHJLHVWKDWVLJQL¿FDQWO\DIIHFWHGWKHSHUIRUPDQFHUHVXOWV RIWKH)XQGDVRIWKHODWHVWVHPLDQQXDORUDQQXDO¿VFDO\HDUHQG

&DOO5LYHU1RUWK)XQGVDWRUYLVLWZZZULYHUQRUWKFRP WRUHTXHVWIUHHFRSLHVRIWKH6$,WKHDQQXDOUHSRUWDQGWKHVHPL annual report, to request other information about the Fund, and to make shareholder inquiries.

Investment Company Act File No. 811-21934 ALPS Fund Services, Inc.