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June 12, 2025

FILED VIA EDGAR

U.S. Securities and Exchange
Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: Horizon
                                            Funds (“Registrant”) Response to Staff’s Comments to Post-Effective Amendment
                                            No. 49 Registration Statement on Form N-1A Filed April 4, 2025 (File Nos. 333-205411
                                            and 811-23063)

Ladies and Gentlemen:

We
are submitting this correspondence on behalf of our client, Horizon Funds (the “Trust”). Ms. Deborah L. O’Neal
of the staff (the “Staff”) of the Securities and Exchange Commission provided verbal comments on May 20, 2025,
regarding Post-Effective Amendment No. 49 (the “Amendment”) to the above-referenced registration statement
on Form N-1A (the “Registration Statement”). The Amendment was filed in connection with the formation and registration
of seven new exchange traded fund series of the Trust (each a “Fund” and collectively, the “Funds”).

The
following is a summary of the Staff’s comments to the Amendment and the Trust’s responses thereto:

Horizon Dividend Income ETF (the “Dividend
Income Fund”)

Comment 1:
Please confirm that the Dividend Income Fund’s investments in over-the-counter (“OTC”) options will be included in
the calculation of the Fund’s 15% limitation on illiquid investments.

Response 1:
The Registrant hereby confirms that the Dividend Income Fund will include investments in OTC options in the calculation of the 15% limitation
on illiquid investments.

Comment 2:
Please revise the Dividend Income Fund’s principal investment strategy disclosure to emphasize, through typographic formatting
such as bolding or underlining, the risk of unlimited loss associated with the Fund’s proposed use of naked options.

Response 2:
The Registrant has revised the disclosure under Item 4(b)(1)(i) of the Registration Statement for the Dividend Income Fund as follows
(changed language emphasized):

Options Risk.
Investments in options involve risks different from, or possibly greater than, the risks associated with investing directly in securities,
including leverage risk, and tracking risk, and, in the case of over-the-counter options, counterparty default risk.
Option positions may expire worthless, exposing the Fund to potentially significant losses. If the Fund writes options, it may receive
a premium that is small relative to the loss realized in the event of adverse changes in the value of the underlying instruments. When
the Fund utilizes options combinations, such as spreads, straddles, collars, or other strategies, the premium received for writing the
call option may offset, in part, the premium paid to purchase the corresponding put option; however, these strategies may limit upside
gains while not fully protecting against downside risks, and the cost of implementing them may reduce the Fund’s overall returns.
To the extent a Fund writes options on individual securities that it does not hold in its portfolio (i.e., “naked” options),
it is subject to the risk that a liquid market for the underlying security may not exist at the time an option is exercised or when the
Fund otherwise seeks to close out an option position. Naked call options, in particular, have speculative characteristics and the
potential for unlimited loss.

Comment 3:
Please revise the “Options Risks” disclosure to provide an enhanced, plain English description of over-the-counter (“OTC”)
options. The disclosure should clearly explain what OTC options are and outline any material liquidity risks associated with these instruments.
In preparing your response, please consider the guidance set forth in SEC Release No. IC-32315 (October 13, 2016).

Response 3:
While the Fund may invest in OTC options from time to time, after further consideration the Registrant has determined that it does not
expect that the Dividend Income Fund’s investments in OTC options will constitute core components of the Fund’s principal
investment strategy (the Registrant notes that it has made the same determination for each other Fund). Accordingly, the Registrant has
revised the “Options Risk” disclosure in the principal risks section as shown in Response 2 above and has revised the principal
investment strategy disclosure under Item 4(a)(1) of the Registration Statement with respect to the Dividend Income Fund (and each other
Fund, as applicable) as follows (added language emphasized and deleted language has been struck through):

Options Strategy:
The Dividend Income Fund’s Options Strategy seeks to enhance income and manage portfolio volatility by primarily selling call options
on broad-based securities indices, such as the S&P 500. When the Fund sells a call option, it receives a premium from the purchaser,
granting the purchaser the right to participate in gains of the underlying index above a predetermined strike price until the option’s
expiration. If the option is exercised, the Fund must pay the difference between the index price and the strike price. Options used by
the Fund will generally may be exchange-traded, including Flexible Exchange Options (“FLEX Options”),
or over-the-counter (“OTC Options”). FLEX Options are customizable exchange-traded option contracts guaranteed for
settlement by the Options Clearing Corporation (the “OCC”) and allow customization of terms such as exercise price, exercise
style, and expiration date.

The Registrant has also
revised the risk disclosure entitled “Special Risks of Over-the-Counter Options” in Item 16 of the Registration Statement
with respect to the Funds as follows (added language underlined; deleted language struck through):

Special Risks
of Over-the-Counter Options. Exchange-traded options in the United States are issued by a clearing organization affiliated with the
exchange on which the option is listed that, in effect, guarantees completion of every exchange-traded option transaction. In contrast,
an OTC options are is a type of financial contract that is negotiated privately and
directly between two parties, rather than being traded on a public exchange. contracts between a Fund and its counter-party
(usually a securities dealer or a bank) with no clearing organization guarantee. Unlike exchange-traded options, which are
standardized and backed by a clearing organization that guarantees the transaction, OTC options are custom contracts whose terms are
set by the parties involved, typically a Fund and a financial institution such as a bank or securities dealer. There is no third-party
clearinghouse involved to guarantee that each party fulfills its obligations under the contract. Thus, when the Fund purchases an
OTC option, it relies on the counter-party from whom it purchased the option to make or take delivery of the underlying investment upon
exercise of the option. Failure by the counter-party to do so would result in the loss of any premium paid by the Fund as well as the
loss of any expected benefit of the transaction.

A Fund’s
ability to establish and close out positions in exchange-traded options depends on the existence of a liquid market. However, there can
be no assurance that such a market will exist at any particular time. Closing transactions can be made for OTC options only by negotiating
directly with the counter-party or by a transaction in the secondary market if any such market exists. There can be no assurance that
the Fund will in fact be able to close out an OTC option position at a favorable price prior to expiration. In the event of insolvency
of the counter-party, the Fund might be unable to close out an OTC option position at any time prior to its expiration.

If a Fund were
unable to effect a closing transaction for an option it had purchased, it would have to exercise the option to realize any profit. The
inability to enter into a closing purchase transaction for a covered call option written by the Fund could cause material losses because
the Fund would be unable to sell the investment used as cover for the written option until the option expires or is exercised.

Comment 4:
Please clarify whether frequent trading and portfolio turnover are core components of the Dividend Income Fund’s principal investment
strategy. If so, revise the principal investments strategy disclosure to clearly state this.

Response 4:
The Registrant has revised the principal investment strategy disclosure under Item 4(a)(1) of the Registration Statement with respect
to the Dividend Income Fund as follows (added language underlined; deleted language struck through):

In constructing
the portfolio, Horizon may consider industry and position constraints to ensure sufficient diversification, as determined by Horizon.
Depending on market conditions, the Dividend Income Fund may at times focus its investments in particular sectors or areas of
the economy. The Dividend Income Fund may engage in frequent trading to achieve its objective and, depending on Horizon’s
outlook and market conditions, may focus its investments in particular sectors or areas of the economy.

Horizon Core Equity ETF (the “Core
Equity Fund”)

Comment 5:
Please specify whether there is a market capitalization target or limitation for the equity components of the Core Equity Fund’s
investment strategy. If there are any such targets or limitations, please disclose them. Otherwise, state that there are none. Please
add disclosure of the risks associated with investments within the applicable market cap(s).

Response 5:
The Registrant has revised the principal investment strategy disclosure under Item 4(a)(1) of the Registration Statement with respect
to the Core Equity Fund as follows (added language emphasized):

Principal
Investment Strategies of the Core Equity Fund

The Core Equity
Fund is an actively managed exchange-traded fund (“ETF”) that seeks to achieve its investment objective by investing primarily
in equity securities, including common stocks of U.S. companies, Real Estate Investment Trusts (REITs), and American Depository Receipts
(“ADRs”) representing non-U.S. companies.

The Fund ’s
investment adviser, Horizon Investments, LLC (“Horizon”), employs a flexible approach that combines active management and
quantitative models to allocate the Fund’s portfolio among issuers, sectors, and/or factors (such as growth, value, momentum, quality,
size, and volatility). Horizon selects securities believed to offer the highest projected return for a given level of risk, using a multi-disciplinary
approach that includes economic, quantitative, and fundamental analysis. Horizon selects portfolio investments without restriction
as to the issuer’s market capitalization.

The Registrant has revised
the principal risk disclosure under Items 4(b)(1)(i) and 9(c) of the Registration Statement with respect to the Core Equity Fund to add
the following additional risk disclosures:

Item 4(b)(1)(i):

Large Capitalization
Company Risk. Large capitalization companies as a group could fall out of favor with the market, causing the Core Equity Fund
to underperform investments that focus on small or mid-cap companies.

Smaller and
Medium Issuer Risk. Small and medium capitalization companies may be more vulnerable than larger, more established organizations
to adverse business or economic developments. In addition, small and medium capitalization companies may be particularly affected by
interest rate increases, as they may find it more difficult to borrow money to continue or expand operations, or may have difficulty
in repaying any loans.

Item 9(c):

Large Capitalization
Company Risk. Large capitalization companies as a group could fall out of favor with the market, causing the Fund to underperform
investments that focus on small or mid-cap companies. Larger, more established companies may be unable to respond quickly to new competitive
challenges such as changes in consumer tastes or innovative smaller competitors. Also, large-cap companies are sometimes unable to attain
the high growth rates of successful, smaller companies, especially during extended periods of economic expansion.

Smaller and
Medium Capitalization Company Risk. Investments in small and medium capitalization companies may be more vulnerable than larger,
more established organizations to adverse business or economic developments. In particular, small and medium-capitalization companies
may have more price volatility, greater spreads between their bid and ask prices, significantly lower trading volumes, and cyclical or
static growth prospects. Small-capitalization and medium-capitalization companies often have limited product lines, markets, and financial
resources and may be dependent upon a relatively small management group. These securities may trade over-the-counter or on an exchange
and may or may not pay dividends. In addition, small and medium capitalization companies may be particularly affected by interest rate
increases, as they may find it more difficult to borrow money to continue or expand operations, or may have difficulty in repaying any
loans.

Horizon Managed Risk
ETF (the “Managed Risk Fund”)

Comment 6:
Please specify whether there is a market capitalization target or limitation for the equity components of the Managed Risk Fund’s
investment strategy. If there are any such targets or limitations, please disclose them. Otherwise, state that there are none. Please
add disclosure of the risks associated with investments within the applicable market cap(s).

Response 6:
The Registrant has revised the principal investment strategy disclosure under Item 4(a)(1) of the Registration Statement with respect
to the Managed Risk Fund as follows (added language emphasized):

Equity Strategy:
The Managed Risk Fund’s Equity Strategy invests primarily in equity securities, including common stocks of U.S. companies and Real
Estate Investment Trusts (REITs), and American Depositary Receipts (“ADRs”).

The Managed
Risk Fund ’s investment adviser, Horizon Investments, LLC (“Horizon”), employs a flexible approach that combines active
management and quantitative models to allocate the Fund’s portfolio among issuers, sectors, and/or factors (such as growth, value,
momentum, quality, size, and volatility). Horizon selects securities believed to offer the highest projected return for a given level
of risk, using a multi-disciplinary approach that includes economic, quantitative, and fundamental analysis. Horizon selects portfolio
investments without restriction as to the issuer’s market capitalization.

The Fund may
engage in frequent trading to achieve its objective and, depending on Horizon’s outlook and market conditions, may focus its investments
in particular sectors or areas of the economy.

The Registrant has revised
the principal risk disclosure under Items 4(b)(1)(i) and 9(c) of the Registration Statement with respect to the Managed Risk Fund to
include the risk factors entitled “Large Capitalization Company Risk” and “Smaller and Medium Capitalization Company
Risk” set forth in Response 5 above.

Comment 7:
Please expand the risk discussion to include the specific risks associated with a managed risk aspects of the Managed Risk Fund’s
strategy, including disclosure of the risks that the strategy: (i) may not protect against market declines; (ii) may limit the fund’s
participation in market gains; (iii) may increase portfolio transaction costs; and (iv) and may not be successfully implemented in a
timely manner.

Response 7:
The Registrant has revised the principal risk disclosure under Items 4(b)(1)(i) and 9(c) of the Registration Statement with respect to
the Managed Risk Fund to add the following additional risk disclosures:

Item 4(b)(1)(i):

Risk Assist®
Strategy Risk. The ability of the Managed Risk Fund to meet its investment objective is directly related to Horizon’s ability
to effectively allocate Fund assets to, and otherwise implement, the Risk Assist® Strategy. Im