UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES



Investment Company Act file number 811-22310



ETF Managers Trust
(Exact name of registrant as specified in charter)



30 Maple Street, Suite 2
Summit, NJ 07901
 (Address of principal executive offices)



U.S. Bank Global Fund Services
811 E Wisconsin Ave
Milwaukee, WI 53202
(Name and address of agent for service)



(908)-897-0518
Registrant's telephone number, including area code



Date of fiscal year end: September 30, 2022

Date of reporting period: March 31, 2022


Item 1. Reports to Stockholders.

(a)



ETFMG Travel Tech ETF

AWAY

 

ETFMG 2x Daily Travel Tech ETF 

AWYX

 

Semi-Annual Report

 

March 31, 2022

(Unaudited)

 

 

 

 

 

The funds are series of ETF Managers Trust.

 

 

 

 

ETFMG TM ETFs
 
TABLE OF CONTENTS
March 31, 2022 (Unaudited)

 

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment – AWAY 5
   
Top 10 Holdings – AWAY 6
   
Growth of $10,000 Investment – AWYX 7
   
Important Disclosures and Key Risk Factors 8
   
Portfolio Allocations 10
   
Schedule of Investments and Total Return Swaps 11
   
Statements of Assets and Liabilities 16
   
Statements of Operations 17
   
Statements of Changes in Net Assets 18
   
Financial Highlights 20
   
Notes to the Financial Statements 22
   
Approval of Advisory Agreement and Board Considerations 34
   
Expense Example 37
   
Statement Regarding Liquidity Risk Management Program 38
   
Supplementary Information 39
   
Information About Portfolio Holdings 39
   
Information About Proxy Voting 40
   
Trustees and Officers Table 41

 

 

 

 

 

ETFMG TM ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs. The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

Performance Overview

 

During the 6-month period ended March 31, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 6.94%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 2.81%. Below is a performance overview for each fund for the same 6-month period.

 

ETFMG Travel Tech ETF (AWAY)

 

The ETFMG Travel Tech ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Travel Technology Index NTR (the “Index”).

 

Over the fiscal period, the total return for the Fund was -16.22%, while the total return the for the Index was -15.79%. The best performers in the Fund, on the basis of contribution to return, were Expedia Group Inc, Sabre Corp, Edreams Odigeo Sl, Despegar.Com Corp and Airbnb Inc-Class A, while the worst performers were Didi Global Inc, Trip.Com Group Ltd-Adr, Tongcheng Travel Holdings Lt, Lyft Inc-A, Travelsky Technology Ltd-H and Siteminder Ltd.

 

At the end of the reporting period, the Fund saw an average approximate allocation of 62.25% to Consumer Discretionary, 16.29% to Information Technology and 13.55% to Industrials. The portfolio securities of the Fund were exposed predominately to the United States at 34.25%, 11.98% to Canada and 11.34% to Australia.

 

ETFMG 2x Daily Travel Tech ETF (AWYX)

 

Operational Review

 

The discussion below relates to the performance of the ETFMG 2x Daily Travel Tech ETF (“AWYX” or the “ETF”) for the period from October 1, 2021 to March 31, 2022. The ETF is leveraged and seeks daily investment results, before fees and expenses, of 200% of the performance of the Index.

 

The ETF, as stated above, seeks daily investment results. It does not seek to track a multiple of the Index for periods of longer than one day and the performance of the ETF over longer periods may not correlate to the Index performance. The ETF should not be held by investors for long periods and should be used as short-term trading vehicles. These products are not suitable for all investors and should be utilized only by sophisticated investors who understand the risks associated with the use of leverage, the consequences of seeking daily leveraged investment results and intend to actively monitor and manage their investments.

 

AWYX attempts to provide investment results that correlate to 200% of the return of the Index, meaning AWYX attempts to move in the same direction as the Index. In seeking to achieve the ETF’s daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning the ETF’s investments in accordance with its daily investment objective. Using this approach, the Adviser determines the type, quantity and mix of investment positions that it believes in combination should produce daily returns consistent with the ETF’s objective. As a consequence, if the ETF is performing as designed, the return of the Index will dictate the return for the ETF. The ETF pursues its investment objective regardless of market conditions and does not take defensive positions. The ETF has a clearly articulated goal which requires the ETF to seek economic exposure significantly in excess of its net assets. To meet its objectives, the ETF invests significantly in derivatives, including swap agreements. The Adviser uses these types of investments to produce economically “leveraged” investment results. Leveraging allows the Adviser to generate a greater positive or negative return than what would be generated on the invested capital without leverage, thus changing small market movements into larger changes in the value of the investments of the ETF.

  

 

2 

 

ETFMG TM ETFs 

 

The ETF may use certain investment techniques, including its investments in derivatives, which may be considered aggressive. Investments in derivatives in general are subject to market risks that may cause their prices to fluctuate dramatically over time. Additionally, use of such instruments will most likely increase the volatility of the ETF. The use of derivatives may expose the ETF to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives, such as counterparty risk. The use of derivatives may result in larger losses or smaller gains than otherwise would be the case.

 

Because the ETF seeks daily investment results of the Index, a comparison of the return of the ETF to the Index does not provide an indication of whether the ETF has met its investment objective. To determine if the ETF has met its daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of the ETF as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing.

 

Factors Affecting Performance of the ETF:

 

Leverage – The ETF seeks daily investment results (before fees and expenses) of 200% of the performance of the Index. The use of leverage magnifies an ETF’s gains or losses and increases the investment’s risk and volatility.

 

Index Performance – The daily performance of Index, and the factors and market conditions implicitly affecting the Index, are the primary factors driving ETF performance. Given the daily goals, the daily Index returns are most important. Certain of the market conditions that affected the Index during the past year are described in the Performance Overview section.

 

Volatility and Compounding – The goal of the ETF is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, the ETF should not be expected to provide the multiple of the return of the underlying index. Due to the effects of compounding, a universal mathematical concept that applies to all investments, returns of the ETF over longer periods are greater or less than the ETF’s daily stated goal. Periods of high volatility that lack a clear trend hurt the ETF’s performance while trending, low volatility markets enhance the ETF’s performance.

 

Cost of Financing – In order to attain leveraged exposure, the ETF incurs a cost OBFR plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by fund and counterparty and is a function of market demand, hedging costs, access to balance sheet, borrow volatility, current counterparty exposure and administrative costs associated with the swap counterparty. An increase in interest rates which effects the cost of financing will further impact the ETF’s performance and ability to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in the ETF’s prospectus and may be higher than many traditional index funds’ fees, which cause a greater negative impact on ETF performance. Transactions costs are not included in the expense ratio of the ETF. Transaction costs can be higher due to the ETF’s use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

  

 

3 

 

ETFMG TM ETFs

 

Swap Agreements:

 

During the reporting period, AWYX invested in swap agreements in order to gain the desired exposure to the Index. These derivatives generally tracked the performance of AWAY and the AWYX was generally negatively impacted from financing rates associated with their use. AWYX entered into swap agreements with counterparties that the Adviser determined to be significant global financial institutions.

 

If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in AWYX may decline. AWYX seeks to mitigate this risk by generally requiring counterparties to post collateral for its benefit, marked to market daily, in an amount approximately equal to the amount the counterparty owed AWYX, subject to certain minimum thresholds.

 

Performance Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022. AWYX seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period. Over the reporting period, the Index had a total return of -15.79% and a volatility of 32.7%. Given the daily investment objectives of AWYX and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of AWYX performance for the same period. AWYX returned -34.00% for the reporting period and had a volatility of 74.2%. For the reporting period AWYX had an average daily volume of 933 shares and an average daily statistical correlation of 95.9% to the return of the Index.

 

We thank you for your interest in our ETFs. You can find further details about AWAY and AWYX by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

 

 

Samuel Masucci III 

Chairman of the Board

  

 

4 

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF 

Growth of $10,000 (Unaudited)

 

 

 

 

          Since     Value of  
Average Annual Returns   1 Year     Inception     $10,000  
Period Ended March 31, 2022   Return     (2/12/2020)     (3/31/2022)  
ETFMG Travel Tech ETF (NAV)     -23.22%       -2.33%     $ 9,509  
ETFMG Travel Tech ETF  (Market)     -24.02%       -2.36%     $ 9,504  
S&P 500 Index     15.65%       16.60%     $ 13,872  
Prime Travel Technology Index GTR     -22.80%       -2.34%     $ 9,508  
Prime Travel Technology Index NTR     -22.79%       -2.35%     $ 9,505  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on February 12, 2020, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

5 

 

ETFMG TM ETFs
 
ETFMG Travel Tech ETF

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*
     
  Security % of Total
Investments
 
1 Trainline PLC 5.01%  
2 Airbnb, Inc. - Class A 4.58%  
3 Uber Technologies, Inc. 4.55%  
4 Booking Holdings, Inc. 4.51%  
5 Sabre Corp. 4.32%  
6 Expedia Group, Inc. 4.27%  
7 TripAdvisor, Inc. 4.20%  
8 Corporate Travel Management, Ltd. 3.97%  
9 MakeMyTrip, Ltd. 3.85%  
10 Webjet, Ltd. 3.81%  
  Top Ten Holdings = 43.07% of Total Investments    
  * Current Fund holdings may not be indicative of future Fund holdings.    

 

 

6 

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

Growth of $10,000 (Unaudited)

 

 

 

 

    Since     Value of  
Average Cumulative Returns   Inception     $10,000  
Period Ended March 31, 2022   (6/15/2021)     (3/31/2022)  
ETFMG 2x Daily Travel Tech ETF (NAV)     -46.50%     $ 5,350  
ETFMG 2x Daily Travel Tech ETF (Market)     -46.10%     $ 5,390  
S&P 500 Index     7.85%     $ 10,785  
Prime Travel Technology Index GTR     -22.43%     $ 7,757  
Prime Travel Technology Index NTR     -22.43%     $ 7,757  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 15, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

7 

 

ETFMG TM ETFs

  

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

AWAY

 

The ETFMG Travel Tech ETF (the “Fund” or the “Travel Tech ETF”) seeks investment results that correspond generally to the price and yield, before fund fees and expenses, of the Prime Travel Technology Index (the “Index”).

 

Companies in the technology field, including companies in the computers, telecommunications and electronics industries, face intense competition, which may have an adverse effect on profit margins. Technology companies may have limited product lines, markets, financial resources or personnel. The products of technology companies may face obsolescence due to rapid technological developments and frequent new product introduction, and such companies may face unpredictable changes in growth rates, competition for the services of qualified personnel and competition from foreign competitors with lower production costs. Companies in the technology sector are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial, which is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

 

8 

 

AWYX

 

Companies in the technology field, including companies in the computers, telecommunications and electronics industries, face intense competition, which may have an adverse effect on profit margins. Technology companies may have limited product lines, markets, financial resources or personnel. The products of technology companies may face obsolescence due to rapid technological developments and frequent new product introduction, and such companies may face unpredictable changes in growth rates, competition for the services of qualified personnel and competition from foreign competitors with lower production costs. Companies in the technology sector are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies.

 

Investing in an ETFMG 2x Daily Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra-day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

 

9 

 

ETFMG TM ETFs

 

PORTFOLIO ALLOCATIONS 

As of March 31, 2022 (Unaudited)

 

 
          ETFMG 2x  
    ETFMG     Daily  
    Travel Tech     Travel Tech  

  ETF     ETF  
As a percent of Net Assets:            
Australia     11.3 %     %
Brazil     2.6        
Cayman Islands     9.1        
China     2.9        
Japan     6.5        
Mauritius     4.1        
Netherlands     4.3        
Republic of Korea     6.1        
Spain     7.4        
United Kingdom     8.6        
United States     34.2        
Virgin Islands     2.2        
Exchange Traded Funds     0.4        
Short-Term and other Net Assets (Liabilities)     0.3       100.0  
      100.0 %     100.0 %

  

 

10 

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 
    Shares     Value  
COMMON STOCKS - 99.3%                
Australia - 11.3%                
Hotels, Restaurants & Leisure - 8.2% (d)                
Corporate Travel Management, Ltd. (a)     671,963     $ 11,942,232  
Webjet, Ltd. (a)     2,731,071       11,444,519  
Total Hotels, Restaurants & Leisure             23,386,751  
Software - 3.1%                
SiteMinder, Ltd. (a)     2,646,860       8,952,533  
Total Australia             32,339,284  
                 
Brazil - 2.6%                
Hotels, Restaurants & Leisure - 2.6% (d)                
CVC Brasil Operadora e Agencia de Viagens SA (a)     2,154,316       7,542,968  
IT Services - 0.0% (g)                
Cielo SA     57,523       37,333  
Total Brazil             7,580,301  
                 
Cayman Islands - 9.1%                
Hotels, Restaurants & Leisure - 6.7% (d)                
Tongcheng Travel Holdings, Ltd. (a)     5,505,762       9,840,127  
Trip.com Group, Ltd. - ADR (a)     400,157       9,251,630  
Total Hotels, Restaurants & Leisure             19,091,757  
Road & Rail - 2.4%                
DiDi Global, Inc. - ADR (a)     2,706,833       6,767,083  
Total Cayman Islands             25,858,840  
                 
China - 2.9%                
IT Services - 2.9%                
TravelSky Technology, Ltd.     5,763,609       8,314,348  
                 
Japan - 6.5%                
Hotels, Restaurants & Leisure - 5.6% (d)                
Adventure, Inc.     80,184       5,815,876  
Airtrip Corp.     226,991       5,630,958  
Open Door, Inc. (a)     291,252       4,528,832  
Total Hotels, Restaurants & Leisure             15,975,666  
Internet & Direct Marketing Retail - 0.9%                
Temairazu, Inc.     64,591       2,533,449  
Total Japan             18,509,115  
                 
Mauritius - 4.1%                
Hotels, Restaurants & Leisure - 4.1% (d)                
MakeMyTrip, Ltd. (a)     431,490       11,576,877  

 

The accompanying notes are an integral part of these financial statements.

 

 

11 

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
Netherlands - 4.3%            
Hotels, Restaurants & Leisure - 1.5% (d)                
Lastminute.com NV (a)     103,653     $ 4,329,859  
Interactive Media & Services - 2.8%                
Trivago NV - ADR (a)     3,443,336       8,126,273  
Total Netherlands             12,456,132  
                 
Republic of Korea - 6.1%                
Hotels, Restaurants & Leisure - 6.1% (d)                
Hana Tour Service, Inc. (a)     116,740       8,186,873  
Lotte Tour Development Co., Ltd. (a)     609,825       9,006,120  
Total Hotels, Restaurants & Leisure             17,192,993  
IT Services - 0.0% (g)                
Danal Co., Ltd. (a)     881       8,977  
Kakaopay Corp. (a)     433       53,051  
Total IT Services             62,028  
Total Republic of Korea             17,255,021  
                 
Spain - 7.4%                
Hotels, Restaurants & Leisure - 3.5% (d)                
eDreams ODIGEO SA (a)     1,116,916       9,946,539  
IT Services - 3.9%                
Amadeus IT Group SA (a)     168,735       11,046,781  
Total Spain             20,993,320  
                 
United Kingdom - 8.6%                
Hotels, Restaurants & Leisure - 6.8% (d)                
On the Beach Group PLC (a)(f)     1,464,413       4,511,125  
Trainline PLC (a)(f)     4,589,482       15,072,388  
Total Hotels, Restaurants & Leisure             19,583,513  
Software - 1.8%                
accesso Technology Group PLC (a)     456,523       5,037,561  
Total United Kingdom             24,621,074  
                 
United States - 34.2%                
Airlines - 2.5%                
Blade Air Mobility, Inc. (a)(b)     825,419       7,007,807  
Hotels, Restaurants & Leisure - 14.0% (d)                
Airbnb, Inc. - Class A (a)(b)     80,096       13,757,289  
Booking Holdings, Inc. (a)     5,780       13,574,041  
Expedia Group, Inc. (a)     65,589       12,833,800  
Total Hotels, Restaurants & Leisure             40,165,130  
Interactive Media & Services - 4.5%                
TripAdvisor, Inc. (a)     465,326       12,619,641  
IT Services - 4.5%                
Sabre Corp. (a)(b)     1,136,866       12,994,378  
 

The accompanying notes are an integral part of these financial statements.

  

 

12 

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 
    Shares     Value  
Road & Rail - 8.7%                
Lyft, Inc. - Class A (a)(b)     292,053     $ 11,214,835  
Uber Technologies, Inc. (a)     383,050       13,667,224  
Total Road & Rail             24,882,059  
Total United States             97,669,015  
                 
Virgin Islands (UK) - 2.2%                
Hotels, Restaurants & Leisure - 2.2% (d)                
Despegar.com Corp. (a)     507,518       6,191,720  
TOTAL COMMON STOCKS (Cost $334,203,345)             283,365,047  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM                
SECURITIES LENDING COLLATERAL - 5.4%                
ETFMG Sit Ultra Short ETF (e)     25,000       1,226,615  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     14,119,299       14,119,299  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $15,362,762)             15,345,914  
                 
SHORT-TERM INVESTMENTS - 0.7%                
Money Market Funds - 0.7%                
First American Government Obligations Fund - Class X, 0.18% (c)     1,984,330       1,984,330  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,984,330)             1,984,330  
                 
Total Investments (Cost $351,550,437) - 105.4%             300,695,291  
Liabilities in Excess of Other Assets - (5.4)%             (15,525,289 )
TOTAL NET ASSETS - 100.0%           $ 285,170,002  
                 
Percentages are stated as a percent of net assets.                

 

ADR American Depositary Receipt
PLC Public Limited Company

(a) Non-income producing security.

(b) This security or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022, the Fund had a significant portion of its assets in the Hotels, Restaurants & Leisure Industry.

(e) Affiliated Security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. This security may be resold in transitions exempt from registration to qualified institutional investors. At March, 31, 2022, the market value of these securities total $19,583,513, which represents 6.8% of total net assets.

(g) Less than 0.05%.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

 

13 

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

 


  Shares     Value  
SHORT-TERM INVESTMENTS - 12.8%      
Money Market Funds - 12.8%                
First American Government Obligations Fund - Class X, 0.18% (a)     68,328     $ 68,328  
TOTAL SHORT-TERM INVESTMENTS (Cost $68,328)             68,328  
                 
Total Investments (Cost $68,328) - 12.8%             68,328  
Assets in Excess of Other Liabilities - 87.2%             466,651  
TOTAL NET ASSETS - 100.0%           $ 534,979  

 

(a) The rate shown is the annualized seven-day yield at period end.

 

The accompanying notes are an integral part of these financial statements.

 

 

14 

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

Schedule of Total Return Swaps 

March 31, 2022 (Unaudited)

 

 
    Fund                                  
    Pays/Receives                   Upfront           Unrealized  
Reference   Reference         Payment     Financing   Premiums     Notional     Appreciation  
Entity   Entity     Counterparty   Frequency     Rate   Paid/Received     Amount     (Depreciation)  
ETFMG Travel Tech ETF Swap   Receives  
Cowen and Company, LLC   Monthly     Overnight Bank Funding Rate Index + 1.25%   $     $ 1,047,803     $  

  

 

The accompanying notes are an integral part of these financial statements.

 

 

15 

 

ETFMG TM ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES

As of March 31, 2022 (Unaudited)

 

 
    ETFMG     ETFMG 2x  
    Travel Tech     Daily Travel  
    ETF     Tech ETF  
ASSETS  

   

 
Investments in unaffiliated securities, at value*   $ 299,468,676     $ 68,328  
Investments in affiliated securities, at value*     1,226,615        
Deposits at Broker for total return swap contracts           484,614  
Receivables:                
Dividends and interest receivable           6  
Securities lending income receivable     7,675        
Receivable for investments sold     60,063        
Total assets     300,763,029       552,948  
                 
                 
LIABILITIES                
Collateral received for securities loaned (Note 7)   $ 15,362,762     $  
Payable for open swap contracts           17,572  
Payables:                
Foreign currency payable to Custodian, at value*     60,063        
Dividends and interest payable     762        
Management fees payable     169,440       397  
Total liabilities     15,593,027       17,969  
Net Assets   $ 285,170,002     $ 534,979  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 387,775,450     $ 867,307  
Total Distributable Earnings (Accumulated Losses)     (102,605,448 )     (332,328 )
Net Assets   $ 285,170,002     $ 534,979  
                 
*Identified Cost:                
                 
Investments in unaffiliated securities   $ 350,306,974     $ 68,328  
Investments in affiliated securities     1,243,463        
Foreign currency     60,063        
                 
Shares Outstanding^     12,000,000       100,000  
                 
Net Asset Value, Offering and Redemption Price per Share   $ 23.76     $ 5.35  

 


^ No par value, unlimited number of shares authorized

   

The accompanying notes are an integral part of these financial statements.

 

 

16 

 

ETFMG TM ETFs

 

STATEMENTS OF OPERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

 
          ETFMG 2x  
    ETFMG     Daily ETFMG  
    Travel Tech     Travel Tech  
    ETF     ETF  
INVESTMENT INCOME                
Income:                
Interest   $ 276     $ 60  
Securities lending income     380,071        
Total Investment Income     380,347       60  
                 
Expenses:                
Management fees     1,070,964       2,968  
Dividend and interest expense     102,050        
Total Expenses     1,173,014       2,968  
Net Investment Loss     (792,667 )     (2,908 )
                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                
Net Realized Gain (Loss) on:                
Unaffiliated Investments     (29,109,897 )      
In-Kind redemptions     (345,031 )      
Foreign currency and foreign currency translation     (129,190 )      
Total return swap contracts           (272,631 )
Net Realized Gain (Loss) on Investments and In-Kind redemptions     (29,584,118 )     (272,631 )
Net Change in Unrealized Appreciation (Depreciation) of:                

Unaffiliated Investments

    (27,802,323 )      
Affiliated Investments     (17,260 )      
Net Change in Unrealized Appreciation (Depreciation) of Investments     (27,819,583 )      
Net Realized and Unrealized Loss on Investments     (57,403,701 )     (272,631 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (58,196,368 )   $ (275,539 )

 

The accompanying notes are an integral part of these financial statements.

 

 

17 

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

    Period Ended        
    March 31,     Year Ended  
    2022     September 30,  
    (Unaudited)     2021  
OPERATIONS            
Net investment loss   $ (792,667 )   $ (941,304 )
Net realized gain (loss) on investments and in-kind  redemptions     (29,584,118 )     6,330,015  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (27,819,583 )     (22,656,862 )
Net decrease in net assets resulting from operations     (58,196,368 )     (17,268,151 )
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings           (24,500 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in outstanding shares     21,287,245       323,905,900 1
Transaction Fees (See Note 1)     121,942       243,915  
Net increase in net assets from capital share transactions     21,409,187       324,149,815  
Total increase (decrease) in net assets     (36,787,181 )     306,857,164  
                 
NET ASSETS                
Beginning of Period     321,957,183       15,100,019  
End of Period   $ 285,170,002     $ 321,957,183  

 

Summary of share transactions is as follows:                  
    Period Ended              
    March 31, 2022     Year Ended  
    (Unaudited)     September 30, 2021  
    Shares     Amount     Shares     Amount  
Shares Sold     3,600,000     $ 96,246,865       16,450,000     $ 496,261,225  
Transaction Fees  (See Note 1)           121,942             243,915  
Shares Redeemed     (2,950,000 )     (74,959,620 )     (5,900,000 )     (172,355,325 )
Net Transactions in Fund Shares     650,000     $ 21,409,187       10,550,000     $ 324,149,815  
Beginning Shares     11,350,000               800,000          
Ending Shares     12,000,000               11,350,000          

  


1 Includes reimbursement of $1,545 due to net asset value error.

 

The accompanying notes are an integral part of these financial statements.

  

 

18 

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

    Period Ended        
    March 31,     Period Ended  
    2022     September 30,  
    (Unaudited)     20211  
OPERATIONS                
Net investment loss   $ (2,908 )   $ (1,959 )
Net realized loss on swap contracts     (272,631 )     (225,319 )
Net decrease in net assets resulting from operations     (275,539 )     (227,278 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets from capital share transactions           1,037,796  
Total increase (decrease) in net assets     (275,539 )     810,518  
                 
NET ASSETS                
Beginning of Period     810,518        
End of Period   $ 534,979     $ 810,518  

 

Summary of share transactions is as follows:            

 

      Period Ended              
      March 31, 2022     Period Ended  
      (Unaudited)     September 30, 20211  
      Shares     Amount     Shares     Amount  
Shares Sold           $       120,000     $ 1,181,474  
Shares Redeemed    
            (20,000 )     (143,678 )
Net Transactions in Fund Shares           $       100,000     $ 1,037,796  
Beginning Shares       100,000                        
Ending Shares       100,000               100,000          

 


1 The Fund commenced operations on June 15, 2021.

 

The accompanying notes are an integral part of these financial statements.

 

 

19 

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

 

    Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30,
2021
    Period Ended
September 30,
20201
 
                   
Net Asset Value, Beginning Period/Year   $ 28.37     $ 18.88     $ 25.00  
Income (Loss) from Investment Operations:                        
Net investment income (loss)2     (0.07 )     (0.13 )     (0.02 )
Net realized and unrealized gain (loss) on investments     (4.55 )     9.60       (6.12 )
Total from investment operations     (4.62 )     9.47       (6.14 )
Less Distributions:                        
Distributions from net investment income           (0.01 )      
Net realized gains                  
Total distributions           (0.01 )      
Capital Shares Transactions:                        
Transaction fees added to paid-in capital     0.01       0.03       0.02  
Net asset value, end period/year   $ 23.76     $ 28.37     $ 18.88  
Total Return     -16.22 %3     50.35 %     -24.50 %3
                         
Ratios/Supplemental Data:                        
Net assets at end period/year (000’s)   $ 285,170     $ 321,957     $ 15,100  
                         
Expenses to Average Net Assets     0.82 %4,5     0.75 %     0.75 %4
Net Investment Income (Loss) to Average Net Assets     -0.56 %4     -0.43 %     0.30 %4
Portfolio Turnover Rate     17 %3     57 %     49 %3

 


1 Commencement of operations on February 12, 2020.

2 Calculated based on average shares outstanding during the period/year.

3 Not annualized.

4 Annualized.

5 Includes 0.07% of dividend and interest expense.

 

The accompanying notes are an integral part of these financial statements.

 

 

20 

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period

 

 

 

    Period Ended
March 31,
2022
(Unaudited)
    Period Ended
September 30,
20211
 
                 
Net Asset Value, Beginning Period   $ 8.11     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment income (loss) 2     (0.03 )     (0.02 )
Net realized and unrealized gain (loss) on investments     (2.73 )     (1.87 )
Total from investment operations     (2.76 )     (1.89 )
Net asset value, end period   $ 5.35     $ 8.11  
Total Return     -34.00 %3     -18.95 %3
                 
Ratios/Supplemental Data:                
Net assets at end of period (000’s)   $ 535     $ 811  
                 
Gross Expenses to Average Net Assets     0.95 %4     0.95 %4
Net Investment Income (Loss) to Average Net Assets     -0.93 %4     -0.80 %4
Portfolio Turnover Rate     0 %3     0 %3

 


1 The Fund commenced operations on June 15, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

 

21 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited)  

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Travel Tech ETF (“AWAY”) and ETFMG 2x Daily Travel Tech ETF (“AWYX”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker Strategy
Commencement
Date
Strategy
ETFMG Travel Tech ETF 2/12/2020 Seeks to provide investment results that, before fees and expenses,correspond generally to the total return performance of the Prime Travel Technology Index NTR (the “Index”).
ETFMG 2x Daily Travel Tech ETF 6/15/2021 Seeks to provide daily investment results that, before fees and expenses, correspond to two times (2x) the daily total return of the Index. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day.

 

The Funds may use a combination of swaps on the Index and swaps on an ETF whose investment objective is to track the performance of the same, or a substantially similar index to achieve its investment objective.

 

The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares for AWAY and 10,000 shares for AWYX, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

  

 

22 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued) 

 

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the Funds did not hold any securities that were fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

  Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 

  Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

  Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

 

23 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Funds’ net assets as of March 31, 2022:

 

ETFMG Travel Tech ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 283,365,047     $     $     $ 283,365,047  
Short-Term Investments     1,984,330                   1,984,330  
ETFMG Sit Ultra Short ETF**     1,226,615                   1,226,615  
Investments Purchased with Securities Lending                                
Collateral*                       14,119,299  
Total Investments in Securities   $ 286,575,992     $     $     $ 300,695,291  

 

ETFMG 2x Daily Travel Tech ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Short-Term Investments   $ 68,328     $     $     $ 68,328  
Total Investments in Securities   $ 68,328     $     $     $ 68,328  

 

Swap Contracts***     Level 1       Level 2       Level 3       Total  
Long Total Return Equity Swap Contracts   $     $     $     $  
Total Swap Contracts   $     $     $     $  

 


^ See Schedule of Investments for classifications by country and industry.

* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

** Investment was purchased with collateral.

*** Swap contracts are derivative instruments, which are presented at the unrealized appreciation/depreciation on the instrument.

 


B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

  

 

24 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 


G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 

 

25 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

Derivatives

 

The Funds may enter into swap agreements; including interest rate, index, and total return swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party based on the change in market value or level of a specified rate, index or asset. In return, the other party agrees to make payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, i.e., where the two parties make net payments with a Fund receiving or paying, as the case may be, only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or equivalents having an aggregate value at least equal to the accrued excess is maintained by the Fund.

 

The total return swap contracts are subject to master netting agreements, which are agreements between a Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund through a single payment, in the event of default or termination. Amounts presented on the schedule of total return swaps are gross settlement amounts.

 

The following table presents the Funds’ gross derivative assets and liabilities by counterparty and contract type, net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of March 31, 2022.

 

ETFMG 2x Daily Travel Tech ETF

 

          Gross                      
          Amounts of               Gross Amounts not offset in      
          Recognized               the Statements of Assets &      
          Assets               Liabilities      
          Presented in     Gross                      
        the Statements     Amounts                      
    Investment     of Assets &     Available         Financial     Collateral      
Counterparty   Type     Liabilities     Offset   Net Amounts   Instruments     Received   Net Amount  
Cowen and   Total Return                                  
Company, LLC   Swap Contract   $ (17,572)  
$   $ (17,572)   $-   $   $ (17,572)  

 

The average monthly notional amount of the swap contracts during the period ended March 31, 2022 for AWYX was $1,120,452.

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of March 31, 2022:

 

                    Net  
                    Unrealized  
        Assets     Liabilities     Gain (Loss)  
ETFMG 2x Daily Travel Tech ETF   Swap Contract   $     $ 17,572     $  
                             

 

 

26 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued) 

 

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the period ended March 31, 2022:

 

        Realized Gain
(Loss) 
    Change in Unrealized
 Appreciation/Depreciation
 
ETFMG 2x Daily Travel Tech ETF   Swap Contract   $ (272,631 )   $  

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds, other than VALT, are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

  

 

27 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

  

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. A Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities. When a Fund uses derivatives, there may be imperfect correlation between the value of the reference assets and the derivative, which may prevent the Fund from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives may expose a Fund to losses in excess of those amounts initially invested.

 

Daily Index Correlation/Tracking Risk. There is no guarantee that a Fund will achieve a high degree of correlation to the Index and therefore achieve its daily leveraged investment objective. To achieve a high degree of correlation with the Index, a Fund seeks to rebalance its portfolio daily to keep leverage consistent with its daily leveraged investment objective. In addition, a Fund’s exposure to the Index is impacted by the Index’s movement. Because of this, it is unlikely that a Fund will be perfectly exposed to the Index at the end of each day. The possibility of the Fund being materially over-or under-exposed to the Index increases on days when the Index is volatile near the close of the trading day. Market disruptions, regulatory restrictions and extreme volatility will also adversely affect a Fund’s ability to adjust exposure to the required levels.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non- advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Travel Tech ETF 0.75%
ETFMG 2x Daily Travel Tech ETF 0.95%

 

 

28 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for AWAY and AWYX. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the period ended March 31, 2022, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the period ended March 31, 2022:

 

    Purchases   Sales
ETFMG Travel Tech ETF   $61,897,968   $49,238,550

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended March 31, 2022:

 

    Purchases In-   Sales In-
    Kind   Kind
ETFMG Travel Tech ETF   $ 66,210,066   $59,859,950

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended March 31, 2022.

 

 

29 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

  

NOTE 7 — SECURITIES LENDING

 

The Funds, may lend up to 33 1⁄3% of the value of the securities in their portfolios to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (the “Custodian”) . The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss on the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of each Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which a Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a Fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Funds could also experience delays in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of the period ended March 31, 2022 the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received            
    Values of     Fund  
    Securities     Collateral  
Fund   on Loan     Received*  
ETFMG Travel Tech ETF   $ 14,916,010     $ 15,362,762  

 

*  The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, a money market fund with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF as shown on the Schedule of Investments.

 

 

30 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

                      Net  
          Gross     Gross     Unrealized  
          Unrealized     Unrealized     Appreciation  
    Cost     Appreciation     Depreciation     (Depreciation)  
ETFMG Travel Tech ETF   $ 376,640,122     $ 24,396,622     $ (65,655,349 )   $ (41,258,727 )
ETFMG 2x Daily Travel Tech ETF                        

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed           Total     Other     Total  
    Ordinary     Undistributed     Distributable     Accumulated     Accumulated  
    Income     Long-Term Gain     Earnings     Loss     Gain (Loss)  
ETFMG Travel Tech ETF   $     $     $     $ (3,150,353 )   $ (44,409,080 )
ETFMG 2x Daily Travel Tech ETF                       (56,789 )     (56,789 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss     Capital Loss        
    Carryforward     Carryforward        
    ST     LT     Expires  
ETFMG Travel Tech ETF   $ (2,021,666 )   $     Indefinite  
ETFMG 2x Daily Travel Tech ETF     (56,789 )         Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

          Post-  
    Late Year     October  
    Ordinary     Capital  
    Loss     Loss  
ETFMG Travel Tech ETF   $ 1,134,749     $  
ETFMG 2x Daily Travel Tech ETF            

  

 

31 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The tax character of distributions paid during the period ended March 31, 2022, and the year ended September 30, 2021 were as follows:

 

    Period Ended     Year Ended  
    March 31, 2022     September 30, 2021  
    From     From     From     From  
    Ordinary     Capital     Ordinary     Capital  
    Income     Gains     Income     Gains  
ETFMG Travel Tech ETF   $           $ 24,500        
ETFMG 2x Daily Travel Tech ETF                        

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Travel Tech ETF 

ETFMG Travel Tech ETF owned the following company during the period ended March 31, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in this security were as follows:

 

                        Change in                  
    Value at               Realized   Unrealized         Value at        
    September 30,               Gain   Appreciation     Dividend   March 31,     Ending  
Security Name   2021     Purchases     Sales     (Loss)(1)   (Depreciation)     Income   2022     Shares  
ETFMG Sit Ultra Short ETF *   $ 1,243,875     $   $     $   $ (17,260 )   $   $ 1,226,615       25,000  

 

*Affiliate as of March 31, 2022. 

1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

NOTE 10 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C -152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action.

 

 

32 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

With respect to Note 10 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

  

 

33 

 

ETFMG Travel Tech ETF

ETFMG 2x Daily Travel Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of each of ETFMG Travel Tech ETF (“AWAY”) and ETFMG 2x Daily Travel Tech ETF (AWYX) (each a “Fund” and collectively, the “Funds”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Advisory Agreement after their initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Funds; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Advisory Agreement for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to the Funds by the Adviser; (ii) the investment performance of the Funds; (iii) the Adviser’s costs and profits realized in providing services to the Funds, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Funds in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as the Funds grow and whether the advisory fees for the Funds reflect these economies of scale for the benefit of the Funds; and (vi) other financial benefits to the Adviser and its affiliates resulting from services rendered to the Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment process, compliance program and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Advisory Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to each Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

Nature, Extent and Quality of Services Provided by the Adviser

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Funds. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Funds; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Funds. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure; and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

 

34 

 

ETFMG Travel Tech ETF

ETFMG 2x Daily Travel Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

The Board also considered other services provided to the Funds, such as overseeing the Funds’ service providers, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Funds by the Adviser.

 

Historical Performance 

The Board then considered the past performance of the Funds over various time periods ending December 31, 2021. The Board also considered each Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent third party. In this regard, the Board noted the short time that AWYX has been in operation.

 

The Board additionally reviewed the performance of AWAY and AWYX as compared to its underlying index and the correlation of returns to benchmark information, respectively, for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant than it is for actively managed funds, given the Funds’ investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of the Funds by focusing on the correlation of performance verses the benchmark (or relevant multiple thereof). The Board reviewed information regarding each Fund’s correlation of returns to the benchmark, discussing, as applicable, factors which contributed to each Fund’s correlation of returns. The Board noted underperformance by each Fund relative to its benchmark (or relevant multiple thereof) over certain periods, but that such underperformance was, at least in part, a result of costs incurred by the Funds not incurred by their underlying indexes, cash drag, the process of rebalancing the Funds’ portfolios and regulatory requirements. The Board noted management’s representations that the Funds’ performance correlation of returns versus target performance was within range of what was expected. The Board concluded that, after taking these factors into account, each Fund’s correlation of returns versus target performance was satisfactory.

 

The Board further noted that it had received and would continue to receive regular reports regarding each Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale 

The Board reviewed the advisory fees for the Funds and compared them to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party. Among other information, the Board noted that the advisory fee for AWAY was higher than the average and median expense ratios for its peer group and that with respect to AWYX, the advisory fee was lower than the average and median expense ratios for its peer group. The Board took into consideration management’s discussion of the fees, including that the Funds have niche investment strategies that are substantially different than the strategies of many of the peer ETFs and, therefore, the information provided about the comparable ETFs may not provide meaningful direct comparisons to the Funds.

 

 

35 

 

ETFMG Travel Tech ETF 

ETFMG 2x Daily Travel Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

The Board noted the importance of the fact that the advisory fee for each Fund is a “unified fee,” meaning that the shareholders of the Funds pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Funds’ other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for each of the Funds is reasonable in light of the factors considered.

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Funds, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information on a fund by fund basis and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to, or received from, partners involved with certain of the Funds. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to each Fund was not excessive in view of the nature, extent and quality of services provided to each Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Funds.

 

In addition, the Board considered whether economies of scale may be realized for the Funds. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Funds grow in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Funds and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Funds. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Funds were necessary.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fee is reasonable in light of the services that the Adviser provides to the Funds; and (c) approved the renewal of the Advisory Agreement for another year.

 

 

36 

 

ETFMG TM ETFs

 

Expense Example 

Period Ended March 31, 2022 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

                Annualized
                Expense
                Ratio
                During the
    Beginning   Ending       Period
    Account   Account   Expenses   October 1,
    Value   Value   Paid   2021 to
    October 1,   March 31,   During the   March 31,
Fund Name   2021   2022   Period^   2022
ETFMG Travel Tech ETF                
Actual   1,000.00   837.80   3.76   0.82%
Hypothetical (5% annual)   1,000.00   1,020.84   4.13   0.82%
ETFMG 2x Daily Travel Tech ETF                
Actual   1,000.00   660.00   3.93   0.95%
Hypothetical (5% annual)   1,000.00   1,020.19   4.78   0.95%

 

^  The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the one-half year period).

 

 

37 

 

ETFMG TM ETFs

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

March 31, 2022 (Unaudited)

 

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of ETFMG Travel Tech ETF and ETFMG 2x Daily Travel Tech ETF (each a “Fund” and, collectively, the “Funds”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews each Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that a Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in that Fund. This risk is managed by monitoring the degree of liquidity of each Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of each Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting any Fund were noted in the report and it was represented that, as of December 31, 2021, each Fund was primarily highly liquid and, during the Reporting Period, each Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure each Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to your Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

  

 

38 

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name Qualified Dividend Income
ETFMG Travel Tech ETF 49.14%
ETFMG 2x Daily Travel Tech ETF 0.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Travel Tech ETF 3.92%
ETFMG 2x Daily Travel Tech ETF 0.00%

 

Short Term Capital Gain 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name Short-Term Capital Gain
ETFMG Travel Tech ETF 0.00%
ETFMG 2x Daily Travel Tech ETF 0.00%

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

  

 

39 

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

 

40 

 

ETFMG TM ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

  Position(s)   Number of Other
  Held with the   Portfolios Directorships
  Trust, Term   in Fund Held by
  of Office and   Complex Trustee
Name and Year Length of Principal Occupation(s) During Overseen During Past 5
of Birth Time Served Past 5 Years By Trustee Years
Interested Trustee and Officers      
Samuel Masucci,
III (1962)
Trustee, Chairman of  the Board and   President  (since 2012); Secretary  (since 2014) Chief Executive Officer, Exchange
Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator).
20 None
John A.
Flanagan, (1946)
Treasurer
(since 2015)
President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A.
Tanczos (1978)
Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J.
Bromberg (1973)
Assistant
Secretary
(since 2020)
General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015- 2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

 

41 

 

ETFMG TM ETFs

 

Board of Trustees (Continued)

 


Position(s)
Number of Other

Held with the
Portfolios Directorships
  Trust, Term   in Fund Held by
  of Office and   Complex Trustee
 Name and Year Length of   Principal Occupation(s) During Overseen During Past 5
 of Birth Time Served   Past 5 Years By Trustee Years
Independent Trustees      
Terry Loebs
(1963)
Trustee (since
2014); Lead
Independent
Trustee (since
2020)
Founder and Managing Member, Pulsenomics LLC (index product  development and consulting firm)  (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel
(1960)
Trustee (since
2020)

Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018).

 

20 None

  

 

42 

 

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

 

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

 Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006

 

 

 

 

 

ETFMG Prime Junior Silver Miners ETF 

SILJ

 

ETFMG Prime 2x Daily Junior Silver 

Miners ETF 

SILX

 

ETFMG Prime 2x Daily Inverse Junior 

Silver Miners ETF 

SINV

 

Semi-Annual Report

 

March 31, 2022 

(Unaudited)

  

 

 

 

 

The funds are series of ETF Managers Trust.

 

 

 

ETFMG™ ETFs

 

TABLE OF CONTENTS 

March 31, 2022 (Unaudited)

 

 

  Page
   
Shareholders’ Letter 2
   
Growth of $10,000 Investment and Top 10 Holdings 5
   
Important Disclosures and Key Risk Factors 9
   
Portfolio Allocations 13
   
Schedules of Investments and Total Return Swaps 14
   
Statements of Assets and Liabilities 21
   
Statements of Operations 22
   
Statements of Changes in Net Assets 23
   
Financial Highlights 26
   
Notes to the Financial Statements 29
   
Approval of Advisory Agreement and Board Considerations 40
   
Expense Examples 43
   
Statement Regarding Liquidity Risk Management Program 44
   
Trustees and Officers Table 45
   
Supplementary Information 47
   
Information about Portfolio Holdings 48
   
Information about Proxy Voting 48

 

 

 

ETFMG™ ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in our suite of silver ETFs. The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

Performance Overview

 

During the 6-month period ended March 31, 2022, the S&P 500 Index, a broad measure of US companies, returned 5.91%. Below is a performance overview for each Fund for the same 6-month period.

 

ETFMG Prime Junior Silver ETF (SILJ)

 

The ETFMG Prime Junior Silver ETF (“SILJ”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Junior Silver Miners & Explorers Index (the “Index”).

 

Over the period, the total return for SILJ was 19.46%, while the total return for the Index, which does not incur Fund expenses, was 19.58%. The best performers in SILJ, on the basis of contribution to return, were Turquoise Hill Resources Ltd, Yamana Gold Inc, Ssr Mining Inc and First Majestic Silver Corp and Pan American Silver Corp, while the worst performers in SILJ, on the basis of contribution to return, were Gatos Silver Inc, Coeur Mining Inc, Mcewen Mining Inc, Andean Precious Metals Corp and Great Panther Mining Ltd.

 

At the end of the reporting period, SILJ saw an average approximate allocation of 99.0% to Materials. The portfolio securities of SILJ were exposed predominately to Canada at 74.21%, 6.87% to Mongolia and 6.69% to United States.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (SILX); and

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (SINV)

 

Operational Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

SILX and SINV (collectively, the “Funds”) are leveraged and seek daily investment results, before fees and expenses, of 200% or -200%, respectively, of the performance of the Index. The Funds, as stated above, seek daily investment results. They do not seek to track a multiple of the Index for periods of longer than one day and the performance of the Funds over longer periods may not correlate to the Index performance. The Funds should not be held by investors for long periods and should be used as short -term trading vehicles. These products are not suitable for all investors and should be utilized only by sophisticated investors who understand the risks associated with the use of leverage, the consequences of seeking daily leveraged investment results and intend to actively monitor and manage their investments.

 

SILX attempts to provide investment results that correlate to 200% of the return of the Index, meaning SILX attempts to move in the same direction as the Index. SINV attempts to provide investment results that correlate to -200% of the return of a benchmark, meaning that SINV attempts to move in the opposite, or inverse, direction of the Index.

 

In seeking to achieve each of the Funds’ daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning each of the Funds’ investments in accordance with its daily investment objective. Using this approach, the Adviser determines the type, quantity and mix of investment positions that it believes in combination should produce daily returns consistent with each of the Funds’ objective. As a consequence, if the Funds are performing as designed, the return of the Index will dictate the return for the Funds. Each of the Funds pursues its investment objective regardless of market conditions and does not take defensive positions. Each of the Funds has a clearly articulated goal which requires the both Funds to seek economic exposure significantly in excess of its net assets. To meet its objectives, each of the Funds invests in some combination of financial instruments, including significant investments in derivatives, primarily comprised of swap agreements. The Adviser uses these types of investments to produce economically “leveraged” investment results. Leveraging allows the Adviser to generate a greater positive or negative return than what would be generated on the invested capital without leverage, thus changing small market movements into larger changes in the value of the investments of the Funds.

 

2

 

ETFMG™ ETFs

 

The Funds use of certain investment techniques, including investments in derivatives, may be considered aggressive. Investments in derivatives in general are subject to market risks that may cause their prices to fluctuate dramatically over time. Additionally, use of such instruments may increase the volatility of the Funds. The use of derivatives may expose the Funds to additional risks that they would not be subject to if they invested directly in the securities underlying those derivatives, such as counterparty risk. The use of derivatives may result in larger losses or smaller gains than otherwise would be the case.

 

Because each the Funds seeks daily investment results of the Index, a comparison of the return of the Funds to the Index does not provide an indication of whether either of the Funds met its respective investment objective. To determine if each of the Funds met its respective daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of each of the Funds as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing. Factors Affecting Performance of the Funds:

 

Leverage – Each of the Funds seeks daily investment results (before fees and expenses) of 200% or - 200% of the performance of the Index. The use of leverage magnifies the Funds’ gains or losses and increases the investment’s risk and volatility.

 

Index Performance – The daily performance of Index, and the factors and market conditions implicitly affecting the Index, are the primary factors driving each of the Funds performance. Given the daily goals, the daily

 

Index returns are most important. The market conditions that affected the Index during the past year are described in the Performance Overview section.

 

Volatility and Compounding – The goal of the Funds is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, neither of the Funds should be expected to provide the multiple of the return of the underlying index. Due to the effects of compounding, a universal mathematical concept that applies to all investments, returns of the Funds over longer periods are greater or less than its daily stated goal. Periods of high volatility that lack a clear trend hurt the Funds’ performance while trending, low volatility markets enhance the Funds’ performance.

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, each of the Funds receives OBFR plus or minus a spread as applied to the borrowed portion of each of the Funds’ exposure. The spread varies between each of the Funds and counterparty and is a function of market demand, hedging costs, access to balance sheet, borrow volatility, current counterparty exposure and administrative costs associated with the swap counterparty. An increase in interest rates which effects the cost of financing will further impact each of the Funds’ performance and ability to track the Index.

 

3

 

ETFMG™ ETFs

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in each of the Funds’ prospectus and may be higher than many traditional index funds’ fees, which cause a greater negative impact on performance. Transactions costs are not included in the expense ratio of the Funds. Transaction costs can be higher due to the each of the Funds’ use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

 

Performance Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (SILX)

 

SILX seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period. Over the reporting period, the Index had a total return of 19.58% and a volatility of 38.7%. Given the daily investment objectives of SILX and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of SILX performance for the same period. SILX returned 28.00% for the reporting period and had a volatility of 76.3%. For the reporting period SILX had an average daily volume of 14,850 shares and an average daily statistical correlation of 99.4% to the return of the Index.

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (SINV)

 

SINV seeks to provide investment results that, before fees and expenses, correspond to two times the inverse (-2x) (or opposite) of the return of the Index for a single day, not for any other period. Over the reporting period the Index had a total return of 19.58% and a volatility of 38.7%. Given the daily investment objectives of SINV and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of SINV performance for the same period. SINV returned -46.72% and had a volatility of 76.5%. For the reporting period SINV had an average daily volume of 797 shares and an average daily statistical correlation of over -99.3% to the return of the Index.

 

Swap Agreements:

 

During the reporting period, the Funds invested in swap agreements in order to gain the desired exposure to the Index. These derivatives generally tracked the performance of SILJ and the Funds were generally negatively impacted from financing rates associated with their use. The Funds entered into swap agreements with counterparties that the Adviser determined to be significant global financial institutions.

 

If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Funds may decline. The Funds have sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Funds, marked to market daily, in an amount approximately equal to the amount the counterparty owed each of the Funds, subject to certain minimum thresholds.

 

We thank you for your interest in our ETFs. You can find further details about SILJ, SINV and SILX by visiting www.etfmg.com, or by calling 1- 844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

 

 

Samuel Masucci III 

Chairman of the Board

 

4

 

ETFMG Prime Junior Silver Miners ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns 

Period Ended March 31, 2022 

 

1 Year 

Return 

   

5 Year 

Return 

   

Since 

Inception 

(11/28/12) 

   

Value of 

$10,000 

(3/31/2022) 

 
ETFMG Prime Junior Silver Miners ETF (NAV)     -1.49 %     2.68 %     -2.87 %   $ 7,617  
ETFMG Prime Junior Silver Miners ETF (Market)     -2.07 %     2.68 %     -2.88 %   $ 7,609  
S&P 500 Index     15.65 %     15.99 %     15.55 %   $ 38,565  
Prime Junior Silver Miners & Explorers Index*     -1.71 %     3.38 %     -2.01 %   $ 8,274  

 

* The Fund’s benchmark before 8/1/17 was the ISE Junior Silver (Small Cap Miners/Explorers) Index. On 8/1/17, the Fund’s benchmark became the Prime Junior Silver Miners & Explorers Index.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 28, 2012, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The index returns do not reflect fees or expenses and are not available for direct investment.

 

5

 

ETFMG Prime Junior Silver Miners ETF

 

 

    Top Ten Holdings as of March 31, 2022 (Unaudited)*
    Security % of Total Investments
1   First Majestic Silver Corp. 14.18%
2   Pan American Silver Corp. 11.92%
3   Yamana Gold, Inc. 7.96%
4   Turquoise Hill Resources, Ltd. 6.87%
5   SSR Mining, Inc. 5.66%
6   MAG Silver Corp. 4.42%
7   SilverCrest Metals, Inc. 4.05%
8   Hecla Mining Co. 4.02%
9   Harmony Gold Mining Co., Ltd. - ADR 3.48%
10   Cia de Minas Buenaventura SAA - ADR 2.91%

 

Top Ten Holdings = 65.47% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings.

 

6

 

ETFMG Prime 2x Daily Junior Silver Miners ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Cumulative Returns 

Period Ended March 31, 2022 

 

Since 

Inception 

(6/15/2021)

   

Value of 

$10,000 

(3/31/2022)

 
ETFMG Prime 2x Daily Junior Silver Miners ETF (NAV)     -41.10 %   $ 5,890  
ETFMG Prime 2x Daily Junior Silver Miners ETF (Market)     -40.43 %   $ 5,957  
S&P 500 Index     7.85 %   $ 10,785  
Prime Junior Silver Miners & Explorers Index     -16.90 %   $ 8,310  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 15, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

7

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Cumulative Returns 

Period Ended March 31, 2022 

 

Since 

Inception 

(6/15/2021) 

   

Value of 

$10,000 

(3/31/2022) 

 
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (NAV)     -8.77 %   $ 9,123  
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (Market)     -8.71 %   $ 9,129  
S&P 500 Index     7.85 %   $ 10,785  
Prime Junior Silver Miners & Explorers Index     -16.90 %   $ 8,310  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 15, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

8

 

ETFMG™ ETFs

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

SILJ

 

The ETFMG Prime Junior Silver Miners ETF (the “Fund” or the “Junior Silver ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Junior Silver Miners & Explorers Index (the “Index”).

 

Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The ETFMG Prime Junior Silver Miners ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile than other types of economic conditions, tax treatment, government regulation and intervention, and world events in the regions in which the company’s operation. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Junior Silver Miners & Explorers Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Junior Silver Miners & Explorers Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.

 

The Prime Junior Silver Miners & Explorers Index is designed to provide a benchmark for investors interested in tracking public, small-cap companies that are active in silver mining exploration and production industry. The stocks are screened for liquidity and weighted according to modified free-float market capitalization. The Index generally is comprised of 25-35 securities. An investment cannot be made directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

9

 

ETFMG™ ETFs

 

  

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Prime Indexes.

 

SILX

 

Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The ETFMG Prime Junior Silver Miners ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Junior Silver Miners & Explorers Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Junior Silver Miners & Explorers Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.

 

Investing in an ETFMG 2x Daily Inverse Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra-day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

10

 

ETFMG™ ETFs

 

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

SINV

 

Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The ETFMG Prime Junior Silver Miners ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Junior Silver Miners & Explorers Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Junior Silver Miners & Explorers Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.

 

Investing in an ETFMG 2x Daily Inverse Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra-day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

11

 

ETFMG™ ETFs

 

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

12

 

ETFMG™ ETFs

 

PORTFOLIO ALLOCATIONS 

As of March 31, 2022 (Unaudited)

 

 

    ETFMG
Prime Junior
Silver
Miners ETF
    ETFMG
Prime 2x
Daily Junior
Silver Miners
ETF
    ETFMG
Prime 2x
Daily Inverse
Junior Silver
Miners
ETF
 
As a percent of Net Assets:                  
Australia   0.3 %   %   %
Canada   83.5          
Luxembourg   0.7          
Peru   2.9          
South Africa   3.5          
United Kingdom   1.0          
United States   7.1          
Virgin Islands   0.1          
Short-Term and Other Net Assets (Liabilities)   0.9     100.0     100.0  
    100.0 %   100.0 %   100.0 %

 

13

 

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
             
COMMON STOCKS - 99.1%                
Australia - 0.3%                
Metals & Mining - 0.3% (d)                
Kingsgate Consolidated, Ltd. (a)     2,370,211     $ 2,766,866  
                 
Canada - 83.5%                
Metals & Mining - 83.5% (d)                
AbraSilver Resource Corp. (a)     14,003,988       3,920,646  
Alexco Resource Corp. (a)     4,446,436       6,891,976  
Americas Gold & Silver Corp. (a)     2,571,334       2,817,844  
Andean Precious Metals Corp. (a)     2,463,177       3,270,707  
Ascot Resources, Ltd. (a)     4,036,405       3,422,461  
Aya Gold & Silver, Inc. (a)     1,637,358       11,682,785  
Bear Creek Mining Corp. (a)     1,943,896       1,663,775  
Benchmark Metals, Inc. (a)     1,821,809       1,588,427  
Canada Silver Cobalt Works, Inc. (a)     1,748,628       398,639  
Capstone Copper Corp. (a)     4,439,222       25,105,227  
Discovery Silver Corp. NPV (a)     5,191,054       7,598,791  
Dolly Varden Silver Corp. (a)     2,049,256       1,344,151  
Dundee Precious Metals, Inc.     2,047,173       12,216,063  
Eldorado Gold Corp. (a)     1,959,776       21,946,858  
Endeavour Silver Corp. (a)     5,030,226       23,390,551  
Excellon Resources, Inc. (a)     946,850       840,702  
First Majestic Silver Corp.     10,129,038       133,298,140  
Fortuna Silver Mines, Inc. (a)     3,128,795       11,887,994  
GCM Mining Corp.     1,051,598       4,912,476  
GoGold Resources, Inc. (a)     8,205,076       19,230,390  
Great Panther Mining, Ltd. (a)     4,769,373       1,197,113  
Hudbay Minerals, Inc.     2,806,517       22,045,352  
Kootenay Resources, Inc. (a)(b)     224,973       1,799  
Kootenay Silver, Inc. (a)     5,016,122       702,173  
Liberty Gold Corp. (a)     3,093,310       2,301,146  
MAG Silver Corp. (a)     2,567,772       41,572,376  
Mandalay Resources Corp. (a)     477,585       1,218,651  
Metalla Royalty & Streaming, Ltd. (a)     475,421       3,392,197  
Minaurum Gold, Inc. (a)     1,908,088       549,463  
Minco Silver Corp. (a)(e)     1,712,729       397,305  
Mirasol Resources, Ltd. (a)     579,491       319,841  
New Gold, Inc. (a)     7,309,213       13,271,938  
New Pacific Metals Corp. (a)     812,188       2,585,696  
Orla Mining, Ltd. (a)     2,657,391       12,711,433  
Pan American Silver Corp.     4,108,013       112,118,869  
Sabina Gold & Silver Corp. (a)     4,447,361       5,371,767  
Seabridge Gold, Inc. (a)     839,526       15,559,587  
Sierra Metals, Inc.     851,773       1,015,192  
Silvercorp Metals, Inc.     5,220,425       19,041,825  
SilverCrest Metals, Inc. (a)     4,278,165       38,122,432  

 

The accompanying notes are an integral part of these financial statements.

 

14

 

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Sombrero Resources, Inc. (a)(b)     585,867     $ 131,316  
SSR Mining, Inc.     2,449,816       53,262,408  
Trevali Mining Corp. (a)     1,061,238       1,230,888  
Turquoise Hill Resources, Ltd. (a)     2,150,092       64,563,815  
Yamana Gold, Inc.     13,414,553       74,853,206  
Total Metals & Mining             784,966,391  
                 
Luxembourg - 0.7%                
Metals & Mining - 0.7% (d)                
Nexa Resources SA     687,738       6,423,473  
                 
Peru - 2.9%                
Metals & Mining - 2.9% (d)                
Cia de Minas Buenaventura SAA - ADR (a)     2,713,734       27,327,301  
                 
South Africa - 3.5%                
Metals & Mining - 3.5% (d)                
Harmony Gold Mining Co., Ltd. - ADR     6,496,411       32,676,947  
                 
United Kingdom - 1.0%                
Metals & Mining - 1.0% (d)                
Hochschild Mining PLC     5,476,822       9,259,458  
                 
United States - 7.1%                
Metals & Mining - 7.1% (d)                
Coeur Mining, Inc. (a)     2,744,189       12,211,641  
Gatos Silver, Inc. (a)     2,029,509       8,767,479  
Gold Resource Corp.     797,107       1,785,520  
Golden Minerals Co. (a)     4,779,823       2,393,735  
Hecla Mining Co.     5,752,447       37,793,577  
McEwen Mining, Inc. (a)     4,907,374       4,130,537  
Total Metals & Mining             67,082,489  
                 
Virgin Islands (UK) - 0.1%                
Metals & Mining - 0.1% (d)                
Sailfish Royalty Corp. (e)     690,330       817,253  
TOTAL COMMON STOCKS (Cost $917,321,418)             931,320,178  
                 
SHORT-TERM INVESTMENTS - 0.9%                
Money Market Funds - 0.9%                
First American Government Obligations Fund - Class X, 0.18% (c)     8,910,634       8,910,634  

 

The accompanying notes are an integral part of these financial statements.

 

15

 

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
TOTAL SHORT-TERM INVESTMENTS (Cost $8,910,634)                
                 
Total Investments (Cost $926,232,052) - 100.0%  

    $ 940,230,812  
Other Assets in Excess of Liabilities - 0.0% (f)             176,621  
TOTAL NET ASSETS - 100.0%           $ 940,407,433  

  

Percentages are stated as a percent of net assets.  

 

ADR American Depositary Receipt
PLC Public Limited Company

(a) Non-income producing security.

(b) Value determined based on estimated fair value. The value of this security totals $133,115, which represents 0.01% of total net assets. Classified as Level 3 in the fair value hierarchy. Please refer to Note 2 of the Notes to Financial Statements.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022, the Fund had a significant portion of its assets invested in the Metals & Mining Industry.

(e) These securities have been deemed illiquid according to the Fund’s liquidity guidelines. The value of these securities total $1,214,558, which represents 0.1% of total net assets.

(f) Value less than 0.05%

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

16

 

 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 42.2%                
Money Market Funds - 42.2%                
First American Government Obligations Fund - Class X, 0.18% (a)     1,292,656     $ 1,292,656  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,292,656)             1,292,656  
                 
Total Investments (Cost $1,292,656) - 42.2%             1,292,656  
Assets in Excess of Other Liabilities - 57.8%             1,770,376  
TOTAL NET ASSETS - 100.0%           $ 3,063,032  

 

(a) The rate shown is the annualized seven-day yield at period end.

 

The accompanying notes are an integral part of these financial statements.

 

17 

 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

Schedule of Total Return Swaps 

March 31, 2022 (Unaudited)

 

  

Reference
Entity
  Fund
Pays/Receives
Reference
Entity
  Counterparty   Payment
Frequency
  Financing
Rate
  Upfront
Premiums
Paid/Received
    Notional
Amount
    Unrealized
Appreciation
(Depreciation)
 
ETFMG Prime Junior Silver Miners ETF Swap   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.10%   $     $ 6,000,319     $  

 

The accompanying notes are an integral part of these financial statements.

 

18 

 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 52.0%                
Money Market Funds - 52.0%                
First American Government Obligations Fund - Class X, 0.18% (a)     94,920     $ 94,920  
TOTAL SHORT-TERM INVESTMENTS (Cost $94,920)             94,920  
                 
Total Investments (Cost $94,920) - 52.0%             94,920  
Assets in Excess of Other Liabilities - 48.0%             87,548  
TOTAL NET ASSETS - 100.0%           $ 182,468  

 

(a) The rate shown is the annualized seven-day yield at period end.

 

The accompanying notes are an integral part of these financial statements.

 

19 

 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

Schedule of Total Return Swaps 

March 31, 2022 (Unaudited)

 

  

Reference
Entity
  Fund
Pays/Receives
Reference
Entity
  Counterparty   Payment
Frequency
  Financing
Rate
  Upfront
Premiums
Paid/Received
    Notional
Amount
    Unrealized
Appreciation
(Depreciation)
 
ETFMG Prime Junior Silver Miners ETF Swap   Pays   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index -0.25%   $     $ (351,141 )   $  
                                         

 

The accompanying notes are an integral part of these financial statements.

 

20 

 

ETFMG™ ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES 

As of March 31, 2022 (Unaudited)

 

 

   

ETFMG 

Prime Junior 

Silver Miners 

ETF 

   

ETFMG 

Prime 2x 

Daily Junior 

Silver Miners 

ETF 

   

ETFMG 

Prime 2x 

Daily Inverse 

Junior Silver 

Miners ETF 

 
ASSETS                  
Investments in unaffiliated securities, at value*   $ 940,230,812     $ 1,292,656     $ 94,920  
Foreign currency*     2,394              
Deposits at Broker for total return swap contracts           1,558,450       131,221  
Receivable for open swap contracts           213,849        
Receivables:                        
Dividends and interest receivable     718,378       109       9  
Total assets     940,951,584       3,065,064       226,150  
                         
LIABILITIES                        
Payable for open swap contracts                 43,535  
Payables:                        
Management fees payable     544,151       2,032       147  
Total liabilities     544,151       2,032       43,682  
Net Assets   $ 940,407,433
  $ 3,063,032     $ 182,468  
                         
NET ASSETS CONSIST OF:                        
Paid-in Capital   $ 1,072,208,387
  $ 3,033,209     $ (211,968 )
Total Distributable Earnings (Accumulated Losses)     (131,800,954 )     29,823       394,436  
Net Assets   $ 940,407,433
  $ 3,063,032     $ 182,468  
                         
*Identified Cost:                        
                         
Investments in unaffiliated securities   $ 926,232,052     $ 1,292,656     $ 94,920  
Foreign currency     2,389              
                         
Shares Outstanding^     66,850,000       520,000       20,000  
                         
Net Asset Value, Offering and Redemption Price per Share   $ 14.07     $ 5.89     $ 9.12  

 

^ No par value, unlimited number of shares authorized

 

The accompanying notes are an integral part of these financial statements.

 

21 

 

ETFMG™ ETFs

 

STATEMENTS OF OPERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

  

   

ETFMG 

Prime Junior 

Silver Miners 

ETF 

   

ETFMG 

Prime 2x Daily 

Junior Silver 

Miners ETF 

   

ETFMG 

Prime 2x Daily 

Inverse Junior 

Silver Miners 

ETF 

 
INVESTMENT INCOME                  
Income:                  
Dividends from unaffiliated securities (net of foreign withholdings tax of $360,317, $-, $-)   $ 3,631,479     $     $  
Interest     1,244       113       9  
Total Investment Income     3,632,723       113       9  
                         
Expenses:                        
Management fees     2,790,180       5,939       1,197  
Total Expenses     2,790,180       5,939       1,197  
Net Investment Income (Loss)     842,543       (5,826 )     (1,188 )
                         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS AND SWAP CONTRACTS                        
Net Realized Gain (Loss) on:                        
Unaffiliated Investments     (43,620,378 )            
In-Kind redemptions     15,891,356              
Foreign currency and foreign currency translation     (120,453 )            
Swap contracts           193,489       (226,369 )
Net Realized Gain (Loss) on Investments, Swap Contracts and In-Kind redemptions     (27,849,475 )     193,489       (226,369 )
Net Change in Unrealized Appreciation (Depreciation) of:                        
Unaffiliated Investments     157,217,679              
Affiliated Investments     5,690,285              
Foreign currency and foreign currency translation     (124 )            
Net change in Unrealized Appreciation (Depreciation) on Investments and Swap Contracts     162,907,840              
Net Realized and Unrealized Gain (Loss) on Investments and Swap Contracts     135,058,365       193,489       (226,369 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ 135,900,908     $ 187,663     $ (227,557 )

 

The accompanying notes are an integral part of these financial statements.

 

22 

 

ETFMG Prime Junior Silver Miners ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended 

March 31, 

2022 

(Unaudited) 

   

Year Ended 

September 30, 

2021 

 
OPERATIONS            
Net investment (loss)   $ 842,543     $ (713,805 )
Net realized gain (loss) on investments, in-kind redemptions                
and foreign currency and foreign currency translation     (27,849,475 )     4,697,566  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     162,907,840       (204,205,217 )
Net increase (decrease) in net assets resulting from operations     135,900,908       (200,221,456 )
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (2,774,481 )     (7,160,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived                
from net change in outstanding shares     79,293,190       527,049,120  
Transaction Fees (See Note 1)     747       822  
Net increase in net assets from capital share transactions     79,293,937       527,049,942  
Total increase in net assets     212,420,364       319,668,486  
                 
NET ASSETS                
Beginning of Period     727,987,069       408,318,583  
End of Period   $ 940,407,433     $ 727,987,069  

 

Summary of share transactions is as follows:

 

   

Period Ended 

March 31, 2022 

(Unaudited) 

   

Year Ended 

September 30, 2021 

 
    Shares     Amount     Shares     Amount  
Shares Sold   12,400,000     $ 172,468,090     43,950,000     $ 706,233,470  
Transaction Fees (See Note 1)         747           822  
Shares Redeemed   (7,150,000 )     (93,174,900 )   (11,950,000 )     (179,184,350 )
Net Transactions in Fund Shares   5,250,000     $ 79,293,937     32,000,000     $ 527,049,942  
Beginning Shares   61,600,000             29,600,000          
Ending Shares   66,850,000             61,600,000          

 

The accompanying notes are an integral part of these financial statements.

 

23 

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended 

March 31, 

2022 

(Unaudited) 

   

Period Ended 

September 30, 

20211 

 
OPERATIONS            
Net investment loss   $ (5,826 )   $ (1,658 )
Net realized gain (loss) on swap contracts     193,489       (546,722 )
Net increase (decrease) in net assets resulting from operations     187,663       (548,380 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets from capital share transactions     2,369,225       1,054,524  
Total increase in net assets     2,556,888       506,144  
                 
NET ASSETS                
Beginning of Period     506,144        
End of Period   $ 3,063,032     $ 506,144  

 

Summary of share transactions is as follows:

 

     

Period Ended 

March 31, 2022 

(Unaudited)

   

Period Ended 

September 30, 20211 

 
      Shares     Amount     Shares     Amount  
Shares Sold     440,000     $ 2,535,332     160,000     $ 1,345,424  
Shares Redeemed     (30,000 )     (166,107 )   (50,000 )     (290,900 )
Net Transactions in Fund Shares     410,000     $ 2,369,225     110,000     $ 1,054,524  
Beginning Shares     110,000                      
Ending Shares     520,000             110,000          

 

1 The Fund commenced operations on June 15, 2021.

 

The accompanying notes are an integral part of these financial statements.

 

24 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended 

March 31, 

2022 

(Unaudited) 

   

Period Ended 

September 30, 

20211 

 
OPERATIONS            
Net investment loss   $ (1,188 )   $ (1,515 )
Net realized gain (loss) on swap contracts     (226,369 )     623,508  
Net increase (decrease) in net assets resulting from operations     (227,557 )     621,993  
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets from capital share transactions     (445,763 )     233,795  
Total increase (decrease) in net assets     (673,320 )     855,788  
                 
NET ASSETS                
Beginning of Period     855,788        
End of Period   $ 182,468     $ 855,788  

 

Summary of share transactions is as follows:

 

   

Period Ended 

March 31, 2022 

(Unaudited)

   

Period Ended 

September 30, 20211

 
    Shares     Amount     Shares     Amount  
Shares Sold   20,000     $ 225,442     100,000     $ 1,000,000  
Shares Redeemed   (50,000 )     (671,205 )   (50,000 )     (766,205 )
Net Transactions in Fund Shares   (30,000 )   $ (445,763 )   50,000     $ 233,795  
Beginning Shares   50,000                      
Ending Shares   20,000             50,000          

 

1 The Fund commenced operations on June 15, 2021.

 

The accompanying notes are an integral part of these financial statements.

 

25 

 

ETFMG Prime Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

   

Period Ended 

March 31, 

2022 

(Unaudited) 

   

Year Ended 

September 30, 

2021 

   

Year Ended 

September 30, 

2020 

   

Year Ended 

September 30, 

2019 

   

Year Ended 

September 30, 

2018 

   

Year Ended 

September 30, 

2017 

 
                                     
Net Asset Value,                                                
Beginning Period/Year   $ 11.82     $ 13.79     $ 9.45     $ 8.70     $ 11.84     $ 15.57  
Income (Loss) from                                                
Investment Operations:                                                
Net investment income (loss)1     0.01       (0.01 )     (0.05 )     (0.02 )     (0.03 )     (0.06 )
Net realized and unrealized gain (loss) on investments     2.28       (1.76 )     4.56       0.91       (3.11 )     (3.61 )
Total from investment operations     2.29       (1.77 )     4.51       0.89       (3.14 )     (3.67 )
Less Distributions:                                                
Distributions from net investment income     (0.04 )     (0.20 )     (0.17 )     (0.14 )           (0.06 )
Total distributions     (0.04 )     (0.20 )     (0.17 )     (0.14 )           (0.06 )
Capital Share Transactions:                                                
Transaction fees           0.00 3                        
Net asset value, end period/year   $ 14.07     $ 11.82     $ 13.79     $ 9.45     $ 8.70     $ 11.84  
Total Return     19.46 %4     -13.06 %     48.06 %     10.45 %     -26.50 %     -23.53 %
                                                 
Ratios/Supplemental Data:                                                
Net assets at end period/year (000’s)   $ 940,407     $ 727,987     $ 408,319     $ 100,119     $ 45,265     $ 58,033  
                                                 
Expenses to Average Net Assets before legal expense     0.69 %5     0.69 %     0.69 %     0.69 %     0.69 %     0.69 %
Gross Expenses to Average Net Assets     0.69 %5     0.69 %     0.69 %     0.69 %     0.69 %     0.72 %2
Net Investment Income (Loss) to Average Net Assets     0.21 %5     -0.10 %     -0.46 %     -0.21 %     -0.32 %     -0.48 %
Portfolio Turnover Rate     12 %4     26 %     71 %     34 %     36 %     69 %

 

1 Calculated based on average shares outstanding during the period/year.
2 The ratio of expenses to average net assets includes legal expense.
3 Amount is less than $0.05.
4 Not annualized.
5 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

26 

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period

 

 

   

Period Ended 

March 31, 

2022 

(Unaudited) 

   

Period Ended 

September 30, 

20211 

 
             
Net Asset Value, Beginning Period   $ 4.60     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment loss 2     (0.02 )     (0.02 )
Net realized and unrealized gain (loss) on investments     1.31       (5.38 )
Total from investment operations     1.29       (5.40 )
Net asset value, end period   $ 5.89     $ 4.60  
Total Return     28.00 %3     -53.98 %3
                 
Ratios/Supplemental Data:                
Net assets at end of period (000’s)   $ 3,063     $ 506  
                 
Gross Expenses to Average Net Assets     0.95 %4     0.95 %4
Net Investment (Loss) to Average Net Assets     -0.93 %4     -0.88 %4
Portfolio Turnover Rate     0 %3     0 %3

 

1 The Fund commenced operations on June 15, 2021.
2 Calculated based on average shares outstanding during the period.
3 Not annualized.
4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

27 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period

 

 

   

Period Ended 

March 31, 

2022 

(Unaudited) 

   

Period Ended 

September 30, 

20211 

 
             
Net Asset Value, Beginning Period   $ 17.12     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment loss 2     (0.06 )     (0.02 )
Net realized and unrealized gain (loss) on investments     (7.94 )     7.14  
Total from investment operations     (8.00 )     7.12  
Net asset value, end period   $ 9.12     $ 17.12  
Total Return     -46.72 %3     71.23 %3
                 
Ratios/Supplemental Data:                
Net assets at end of period (000’s)   $ 182     $ 856  
                 
Gross Expenses to Average Net Assets     0.95 %4     0.95 %4
Net Investment Income (Loss) to Average Net Assets     -0.94 %4     -0.50 %4
Portfolio Turnover Rate     0 %3     0 %3

 

1 The Fund commenced operations on June 15, 2021.
2 Calculated based on average shares outstanding during the period.
3 Not annualized.
4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

28 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited)

 

  

NOTE 1 – ORGANIZATION

 

ETFMG Prime Junior Silver Miners ETF (“SILJ”), ETFMG Prime 2x Daily Junior Silver Miners ETF (“SILX”), and ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (“SINV”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open -end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker

Strategy 

Commencement 

Date 

Strategy
ETFMG Prime Junior Silver Miners ETF 8/1/2017 Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Junior Silver Miners & Explorers Index (the “Index”).
ETFMG Prime 2x Daily Junior Silver Miners ETF 6/15/2021 Seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 6/15/2021 Seeks daily investment results, before fees and expenses, that correspond to two times the inverse (-2x) (or opposite) of the return of the Index for a single day, not for any other period.

 

The Funds may use a combination of swaps on the Index and swaps on an ETF whose investment objective is to track the performance of the same, or a substantially similar index to achieve its investment objective.

 

The Funds each currently offer one class of shares, which have no front-end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares for SILJ and 10,000 shares for SILX and SINV, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

29 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 

A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the ETFMG Prime Junior Silver Miners ETF held two securities that were fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

  Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
  Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
  Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

30 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Funds’ net assets as of March 31, 2022:

 

ETFMG Prime Junior Silver Miners ETF 

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 931,187,063     $     $ 113,115     $ 931,320,178  
Short Term Investments     8,910,634                   8,910,634  
Total Investments in Securities   $ 940,097,697     $     $ 113,115     $ 940,230,812  

 

ETFMG Prime 2x Daily Junior Silver Miners ETF  

Assets^   Level 1     Level 2     Level 3     Total  
Short-Term Investments   $ 1,292,656     $     $     $ 1,292,656  
Total Investments in Securities   $ 1,292,656     $     $     $ 1,292,656  

 

                                 
Swap Contracts*   Level 1     Level 2     Level 3     Total  
Short Term Investments   $     $     $     $  
Total Swap Contracts   $     $     $     $  

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF  

Assets^   Level 1     Level 2     Level 3     Total  
Short-Term Investments   $ 94,920     $     $     $ 94,920  
Total Investments in Securities   $ 94,920     $     $     $ 94,920  
                                 
Swap Contracts*   Level 1     Level 2     Level 3     Total  
Short Term Investments   $     $     $     $  
Total Swap Contracts   $     $     $     $  

 

^ See Schedule of Investments for classifications by country and industry.
* Swap contracts are derivative instruments, which are presented at the unrealized appreciation/depreciation on the instrument.

 

B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

31 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 

C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

32 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 


G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

Derivatives

 

The Funds may enter into swap agreements; including interest rate, index, and total return swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party based on the change in market value or level of a specified rate, index or asset. In return, the other party agrees to make payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, i.e., where the two parties make net payments with a Fund receiving or paying, as the case may be, only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or equivalents having an aggregate value at least equal to the accrued excess is maintained by the Fund.

 

The total return swap contracts are subject to master netting agreements, which are agreements between a Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund through a single payment, in the event of default or termination. Amounts presented on the schedule of total return swaps are gross settlement amounts.

 

The following table presents the Funds’ gross derivative assets and liabilities by counterparty and contract type, net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of March 31, 2022.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

        Gross                 Gross Amounts not        
        Amounts of                 offset in the Statements        
        Recognized                 of Assets & Liabilities        
        Assets                              
        Presented in                                  
        the     Gross                            
        Statements     Amounts                            
        of Assets &     Available     Net     Financial     Collateral       Net  
Counterparty   Investment Type   Liabilities     Offset     Amounts     Instruments     Received       Amount  
Cowen and Company, LLC   Total Return Swap Contract   $ 213,849     $     $ 213,849   $   $     $ 213,849  

 

33 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 

        Gross                 Gross Amounts not      
        Amounts of                 offset in the Statements      
        Recognized                 of Assets & Liabilities      
        Assets                              
        Presented in                                  
        the     Gross                            
        Statements     Amounts                            
        of Assets &     Available     Net     Financial     Collateral       Net  
Counterparty   Investment Type   Liabilities     Offset     Amounts     Instruments     Received       Amount  
Cowen and Company, LLC   Total Return Swap Contract   $ (43,535 )   $     $ (43,435 )   $   $     $ (43,535 )

 

The average monthly notional amount of the swap contracts during the period ended March 31, 2022 for the Funds were:

 

ETFMG Prime 2x Daily Junior Silver Miners ETF   Swap Contract   $ 2,802,732  
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF   Swap Contract   $ (403,754 )

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of March 31, 2022:

 

        Assets     Liabilities    

Net 

Unrealized 

Gain (Loss) 

 
ETFMG Prime 2x Daily Junior Silver Miners ETF   Swap Contract   $ 213,849     $     $  
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF   Swap Contract   $     $ 43,535     $  

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the period ended March 31, 2022:

 

         

Realized Gain 

(Loss) 

   

Change in Unrealized 

Appreciation/Depreciation 

 
ETFMG Prime 2x Daily Junior Silver Miners ETF   Swap Contract     $ 193,489     $  
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF   Swap Contract     $ (226,369 )   $  

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds, other than VALT, are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

34 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

 

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. A Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities. When a Fund uses derivatives, there may be imperfect correlation between the value of the reference assets and the derivative, which may prevent the Fund from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives may expose a Fund to losses in excess of those amounts initially invested.

 

35 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Daily Index Correlation/Tracking Risk. There is no guarantee that a Fund will achieve a high degree of correlation to the Index and therefore achieve its daily leveraged investment objective. To achieve a high degree of correlation with the Index, a Fund seeks to rebalance its portfolio daily to keep leverage consistent with its daily leveraged investment objective. In addition, a Fund’s exposure to the Index is impacted by the Index’s movement. Because of this, it is unlikely that a Fund will be perfectly exposed to the Index at the end of each day. The possibility of the Fund being materially over-or under-exposed to the Index increases on days when the Index is volatile near the close of the trading day. Market disruptions, regulatory restrictions and extreme volatility will also adversely affect a Fund’s ability to adjust exposure to the required levels.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non-advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Prime Junior Silver Miners ETF     0.69 %
ETFMG Prime 2x Daily Junior Silver Miners ETF     0.95 %
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF     0.95 %

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for SILJ, SILX, and SINV. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

36 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the period ended March 31, 2022, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the period ended March 31, 2022:

 

    Purchases     Sales  
ETFMG Prime Junior Silver Miners ETF   $ 92,120,693     $ 101,761,248  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended March 31, 2022:

 

    Purchases In-     Sales In-  
    Kind     Kind  
ETFMG Prime Junior Silver Miners ETF   $ 170,536,528     $ 87,007,414  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended March 31, 2022.

 

NOTE 7 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

                      Net  
          Gross     Gross     Unrealized  
          Unrealized     Unrealized     Appreciation  
    Cost     Appreciation     Depreciation     (Depreciation)  
ETFMG Prime Junior Silver Miners ETF   $ 916,697,076     $ 39,467,924       $(228,497,140 )     $(189,029,216 )
ETFMG Prime 2x Daily Junior Silver Miners ETF                        
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF                        

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

37 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed     Undistributed     Total     Other     Total  
    Ordinary     Long-Term     Distributable     Accumulated     Accumulated  
    Income     Gain     Earnings     Loss     Gain (Loss)  
ETFMG Prime Junior Silver Miners ETF   $     $     $     $ (75,898,165 )   $ (264,927,381 )
ETFMG Prime 2x Daily Junior Silver Miners ETF                       (157,840 )     (157,840 )
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF     621,993             621,993             621,993  

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss     Capital Loss        
    Carryforward     Carryforward        
    ST     LT     Expires  
ETFMG Prime Junior Silver Miners ETF   $ (50,115,596 )   $ (23,278,875 )     Indefinite  
ETFMG Prime 2x Daily Junior Silver Miners ETF     (157,840 )           Indefinite  
ETFMG Prime 2x Daily Inverse Junior Silver                        
Miners ETF                 Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

          Post-  
    Late Year     October  
    Ordinary     Capital  
    Loss     Loss  
ETFMG Prime Junior Silver Miners ETF   $ 2,503,820     $  
ETFMG Prime 2x Daily Junior Silver Miners ETF            
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF            

 

The tax charter of distributions paid during the period ended March 31, 2022, and the year ended September 30, 2021 were as follows: 

                         
    Period Ended     Year Ended  
    March 31, 2022     September 30, 2021  
    From     From     From     From  
    Ordinary     Capital     Ordinary     Capital  
    Income     Gains     Income     Gains  
ETFMG Prime Junior Silver Miners ETF   $ 2,774,481           $ 7,160,000        
ETFMG Prime 2x Daily Junior Silver Miners ETF                        
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF                        

 

38 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 8 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C -152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

NOTE 9 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

With respect to Note 8 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

 

39 

 

ETFMG Prime Junior Silver Miners ETF 

ETFMG Prime 2X Daily Junior Silver Miners ETF 

ETFMG Prime 2X Daily Inverse Junior Silver Miners ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of ETFMG Prime Junior Silver Miners ETF (“SILJ”), ETFMG Prime 2X Daily Junior Silver Miners ETF (“SILX”) and ETFMG Prime 2X Daily Inverse Junior Silver Miners ETF (“SINV”) (each a “Fund” and collectively, the “Funds”).

 

Pursuant to Section 15 of the 1940 Act, the Advisory Agreement must be approved by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the Funds by the Adviser; (ii) comparative fee and expense data for each Fund in relation to other similar investment companies; (iii) the extent to which economies of scale may be realized as the Funds grow and whether the proposed advisory fee for each Fund reflects these expected economies of scale for the benefit of the Fund; and (iv) other financial benefits to the Adviser and its affiliates resulting from services to be rendered to the Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, the Adviser provided responses to detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentation and any other information that the Board received at the meeting, and deliberated on the approval of the Advisory Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the approval of the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Funds. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive session both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

Nature, Extent and Quality of Services Provided. 

The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser provides investment advisory services to the Funds. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of each Fund determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemption of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to each Fund. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure; and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing ETFs, as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

40 

 

ETFMG Prime Junior Silver Miners ETF 

ETFMG Prime 2X Daily Junior Silver Miners ETF 

ETFMG Prime 2X Daily Inverse Junior Silver Miners ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

The Board also considered other services provided to the Funds, such as overseeing the Funds’ service providers, monitoring adherence to each Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to each Fund by the Adviser.

 

Historical Performance. 

The Board then considered the past performance of the Funds over various time periods ending December 31, 2021. The Board also considered each Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent third party. In this regard, the Board noted the short time that each of SILX and SINV have been in operation.

 

The Board additionally reviewed each Fund’s performance as compared to its underlying index or the correlation of returns to benchmark information, as applicable, for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant than it is for actively managed funds, given the Funds’ investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of the Funds by focusing on the correlation of performance verses the benchmark (or relevant inverse of multiple thereof). The Board reviewed information regarding each Fund’s correlation of return to the benchmark, discussing, as applicable, factors which contributed to each Fund’s correlation of returns. The Board noted underperformance by each Fund relative to its benchmark (or relevant inverse or multiple thereof) over certain periods, but that such underperformance was, at least in part, a result of costs incurred by the Funds not incurred by their underlying indexes, cash drag, the process of rebalancing the Funds’ portfolios and regulatory requirements. The Board noted management’s representations that the Funds’ performance correlation of returns versus target performance was within the range of expectations. The Board concluded that, after taking these factors into account, each Fund’s correlation of returns versus target performance was satisfactory.

 

The Board further noted that it had received and would continue to receive regular reports regarding each Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Fall-Out Benefits and Economies of Scale. 

The Board reviewed the advisory fees for the Funds and compared them to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party. Among other information, the Board noted that the advisory fee for SILJ was higher than the average and median expense ratios for its peer group; that with respect to SILX, the advisory fee was lower than the average and median expense ratios for its peer group; and that with respect to SINV, the advisory fee was lower than the average and equal to the median expense ratios for its peer group. The Board took into consideration management’s discussion of the fees, including that the Funds have niche investment strategies that are substantially different than the strategies of many of the peer ETFs and, therefore, the information provided about the comparable ETFs may not provide meaningful direct comparisons to the Funds.

 

41 

 

ETFMG Prime Junior Silver Miners ETF 

ETFMG Prime 2X Daily Junior Silver Miners ETF 

ETFMG Prime 2X Daily Inverse Junior Silver Miners ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued) 

 

The Board noted the importance of the fact that the advisory fee for each Fund is a “unified fee,” meaning that the shareholders of the Funds pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Funds’ other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for each of the Funds is reasonable in light of the factors considered.

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Funds, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information on a fund by fund basis and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to, or received from, partners involved with certain of the Funds. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to each Fund was not excessive in view of the nature, extent and quality of services provided to each Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Funds.

 

In addition, the Board considered whether economies of scale may be realized for the Funds. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Funds grow in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Funds and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Funds. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Funds were necessary.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fee is reasonable in light of the services that the Adviser provides to the Funds; and (c) approved the renewal of the Advisory Agreement for another year.

 

42 

 

ETFMG™ ETFs

 

EXPENSE EXAMPLES 

Period Ended March 31, 2022 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name  

Beginning 

Account 

Value 

October 1, 

2021 

   

Ending 

Account 

Value 

March 31, 

2022 

   

Expenses 

Paid 

During the 

Period^ 

   

Annualized 

Expense 

Ratio 

During the 

Period 

October 1, 

2021 to 

March 31, 

2022 

 
ETFMG Prime Junior Silver Miners ETF                                
Actual   $ 1,000.00     $ 1,194.60     $ 3.78       0.69 %
Hypothetical (5% annual)     1,000.00       1,021.49       3.48       0.69 %
ETFMG Prime 2x Daily Junior Silver Miners ETF                                
Actual     1,000.00       1,280.00       5.40       0.95 %
Hypothetical (5% annual)     1,000.00       1,020.19       4.78       0.95 %
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF                                
Actual     1,000.00       532.80       3.63       0.95 %
Hypothetical (5% annual)     1,000.00       1,020.19       4.78       0.95 %

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the one-half year period).

 

43 

 

ETFMG™ ETFs

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM 

March 31, 2022 (Unaudited)

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of ETFMG Prime Junior Silver Miners ETF, ETFMG Prime 2X Daily Junior Silver Miners ETF and ETFMG Prime 2X Daily Inverse Junior Silver Miners ETF (each a “Fund” and, collectively, the “Funds”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews each Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that a Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in that Fund. This risk is managed by monitoring the degree of liquidity of each Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of each Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting any Fund were noted in the report and it was represented that, as of December 31, 2021, each Fund was primarily highly liquid and, during the Reporting Period, each Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure each Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to your Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

 

44 

 

ETFMG™ ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year
of Birth
Position(s)
Held with the
Trust, Term
of Office and
Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios
in Fund
Complex
Overseen
By Trustee
Other
Directorships
Held by
Trustee
During Past 5
Years
Interested Trustee and Officers      

Samuel Masucci, 

III (1962)

 

Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None

John A. 

Flanagan, (1946)

 

Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a

Reshma A. 

Tanczos (1978)

 

Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a

Matthew J. 

Bromberg (1973)

 

Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

45 

 

ETFMG™ ETFs

 

Board of Trustees (Continued)

 

 

Name and Year
of Birth
Position(s)
Held with the
Trust, Term
of Office and
Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios
in Fund
Complex
Overseen
By Trustee
Other
Directorships
Held by
Trustee
During Past 5
Years

Terry Loebs 

(1963)

 

Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None

Eric Wiegel 

(1960)

 

Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None

 

46 

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name Qualified Dividend Income
ETFMG Prime Junior Silver Miners ETF 7.70%
ETFMG Prime 2x Daily Junior Silver Miners ETF 0.00%
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 0.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Prime Junior Silver Miners ETF 4.05%
ETFMG Prime 2x Daily Junior Silver Miners ETF 0.00%
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 0.00%

 

Short Term Capital Gain  

 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name Short-Term Capital Gain
ETFMG Prime Junior Silver Miners ETF 0.00%
ETFMG Prime 2x Daily Junior Silver Miners ETF 0.00%
ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 0.00%

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

47 

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited) (Continued)

 

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

                Per Share        
Fund  

Gross 

Foreign 

Source 

Income 

   

Foreign 

Taxes 

Passthrough 

   

Gross 

Foreign 

Source 

Income 

   

Foreign 

Taxes 

Passthrough 

   

Shares 

Outstanding 

at 9/30/21 

 
ETFMG Prime Junior Silver Miners ETF     4,543,400       552,243       0.07375649       0.00896498       61,600,000  

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

48 

 

Advisor 

ETF Managers Group, LLC 

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor 

ETFMG Financial LLC 

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian 

U.S. Bank National Association 

Custody Operations 

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent 

U.S. Bank, National Association 

Securities Lending 

800 Nicolet Mall 

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm 

WithumSmith + Brown, PC 

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel 

Sullivan & Worcester LLP 

1666 K Street NW, Washington, DC 20006

 

 

 

ETFMG Prime Cyber Security ETF 

HACK

 

 

ETFMG Prime Mobile Payments ETF 

IPAY

 

 

ETFMG Sit Ultra Short ETF 

VALT

 

 

ETFMG Treatments, Testing and 

Advancements ETF 

GERM

 

 

 

Semi-Annual Report

 

March 31, 2022 

(Unaudited) 

 

 

 

 

  

 

The funds are series of ETF Managers Trust. 

 

 

ETFMG™ ETFs

 

TABLE OF CONTENTS 

March 31, 2022 (Unaudited)

 

 

  Page
Shareholders’ Letter 2
   
Growth of $10,000 Investment and Top 10 Holdings 4
   
Important Disclosures and Key Risk Factors 12
   
Portfolio Allocations 16
   
Schedules of Investments 17
   
Statements of Assets and Liabilities 36
   
Statements of Operations 37
   
Statements of Changes in Net Assets 38
   
Financial Highlights 42
   
Notes to the Financial Statements 46
   
Approval of Advisory Agreements and Board Considerations 59
   
Expense Examples 63
   
Statement Regarding Liquidity Risk Management Program 64
   
Trustees and Officers Table 65
   
Supplementary Information 67
   
Information about Portfolio Holdings 68
   
Information about Proxy Voting 68
 

 

ETFMG™ ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs. The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

Performance Overview

 

During the 6-month period ended March 31, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 6.94%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 2.81%. Below is a performance overview for each fund for the same 6-month period.

 

ETFMG Prime Cyber Security ETF (HACK)

 

The ETFMG Prime Cyber Security ETF (“HACK”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Cyber Defense Index (the “PCD Index”).

 

Over the period, the total return for HACK was -3.71%, while the total return for the PCD Index was -3.30%. The best performers in HACK, on the basis of contribution to return, were Palo Alto Networks Inc, Juniper Networks Inc, Mandiant Inc, Cloudflare Inc - Class A and Fortinet Inc, while the worst performers were Darktrace Plc, Okta Inc, Everbridge Inc, Cognyte Software Ltd and Ipsidy Inc.

 

At the end of the period, HACK saw an average approximate allocation of 82.58% to Information Technology and 16.67% to Industrials. The portfolio securities of HACK were exposed predominately to the United States at 85.11%, 6.21% to the United Kingdom and 4.06% to Israel.

 

ETFMG Prime Mobile Payments ETF (IPAY)

 

The ETFMG Prime Mobile Payments ETF (“IPAY”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Mobile Payments Index (the “PMP Index”).

 

Over the period, the total return for IPAY was -22.95%, while the total return for the PMP Index was -22.98%. The best performers in IPAY, on the basis of contribution to return, were American Express Co, Cielo Sa, Jack Henry & Associates Inc, Kakaopay Corp and Wex Inc, while the worst performers were Paypal Holdings Inc, Block Inc, Affirm Holdings Inc, Adyen Nv and Wise Plc - A.

 

At the end of the period, IPAY saw an average approximate allocation of 89.22% to Information Technology and 10.21% to Financials. The portfolio securities of IPAY were exposed predominately to the United States at 70.7%, 4.86% to Netherlands and 4.73% to Brazil.

 

ETFMG Sit Ultra Short ETF (VALT)

 

The ETFMG Sit Ultra Short ETF (“VALT”) is an actively managed exchange-traded fund that seeks maximum current income, consistent with preservation of capital and daily liquidity.

 

Over the period, the total return for VALT was -1.18%, while the total return for its benchmark, the Bloomberg Barclays U.S. Treasury Bills Index: 1–3-month Index, was 0.04%. 

2 

 

ETFMG™ ETFs

 

VALT seeks to achieve its investment objective by investing in a diversified portfolio of high-quality, short-term U.S. dollar-denominated domestic and foreign debt securities and other instruments. VALT uses the Bloomberg Barclays U.S. Treasury Bills Index: 1-3-month Index as its benchmark index. During normal market conditions, the average portfolio effective duration for VALT is expected be more than 2 months, but less than 1 year. However, VALT is not a money market fund, does not seek to maintain a fixed or stable net asset value of $1, is not subject to the rules that govern the quality, maturity, liquidity, and other features of securities that money market funds may purchase, and does not have the tax advantages of a money market fund.

 

ETFMG Treatments, Testing and Advancements ETF (GERM)

 

The ETFMG Treatments, Testing and Advancements ETF ( “GERM”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Treatments, Testing and Advancements Index (the “ PTT Index”).

 

Over the fiscal period, the total return for GERM was -33.24%, while the total return the for the PTT Index was -33.36%. The best performers in GERM, on the basis of contribution to return, were Dicerna Pharmaceuticals Inc, Abbvie Inc, Biocryst Pharmaceuticals Inc, Bristol-Myers Squibb Co and Eli Lilly & Co, while the worst performers were Moderna Inc, Novavax Inc, Adagio Therapeutics Inc, Curevac Nv and I-Mab-Sponsored Adr.

 

At the end of the period, GERM saw an average approximate allocation of 99.61% to Health Care. The portfolio securities of GERM were exposed predominately to the United States at 78.2%, 10.26% to Germany and 5.2% to Canada.

 

You can find further details about each of HACK, IPAY, VALT and GERM by visiting www.etfmg.com, or by calling 1-844-383-6477.

 

Sincerely,

 

 

Samuel Masucci III 

Chairman of the Board

3 

 

ETFMG Prime Cyber Security ETF 

Growth of $10,000 (Unaudited)

 

 

Average Annual Returns
Period Ended March 31, 2022
  1 Year
Return
    5 Year
Return
    Since
Inception
(11/11/14)
    Value of
$10,000
(3/31/2022)
 
ETFMG Prime Cyber Security ETF (NAV)     7.54 %     15.31 %     12.81 %   $ 24,355  
ETFMG Prime Cyber Security ETF (Market)     7.27 %     15.32 %     12.83 %   $ 24,384  
S&P 500 Index     15.65 %     15.99 %     13.57 %   $ 25,592  
Prime Cyber Defense Index*     8.34 %     15.76 %     13.32 %   $ 25,172  

 

* The Fund’s benchmark before 8/1/17 was the ISE Cyber Security Index. On 8/1/17, the Fund’s benchmark became the Prime Cyber Defense Index.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 11, 2014, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

4 

 

ETFMG Prime Cyber Security ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*
  Security % of Total Investments
1 Splunk, Inc. 4.34%
2 Crowdstrike Holdings, Inc. - Class A 4.23%
3 Cloudflare, Inc. - Class A 4.10%
4 Palo Alto Networks, Inc. 3.87%
5 Akamai Technologies, Inc. 3.73%
6 BAE Systems PLC 3.62%
7 VeriSign, Inc. 3.62%
8 Fortinet, Inc. 3.62%
9 Zscaler, Inc. 3.55%
10 Cisco Systems, Inc. 3.54%

 

Top Ten Holdings = 38.22% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings. 

5 

ETFMG Prime Mobile Payments ETF

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns
Period Ended March 31, 2022
  1 Year
Return
    5 Year
Return
    Since
Inception
(7/15/15)
    Value of
$10,000
(3/31/2022)
 
ETFMG Prime Mobile Payments ETF (NAV)     -21.47 %     13.49 %     11.82 %   $ 21,168  
ETFMG Prime Mobile Payments ETF (Market)     -21.96 %     13.36 %     11.77 %   $ 21,106  
S&P 500 Index     15.65 %     15.99 %     14.23 %   $ 24,426  
Prime Mobile Payments Index*     -21.16 %     14.13 %     12.46 %   $ 21,997  

 

* The Fund’s benchmark before 8/1/17 was the ISE Mobile Payments Index. On 8/1/17, the Fund’s benchmark became the Prime Mobile Payments Index.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on July 15, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

6 

 

ETFMG Prime Mobile Payments ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*
  Security % of Total Investments
1 PayPal Holdings, Inc. 5.29%
2 Block, Inc. 5.04%
3 Visa, Inc. - Class A 4.96%
4 MasterCard, Inc. - Class A 4.86%
5 American Express Co. 4.82%
6 Fiserv, Inc. 4.27%
7 ETFMG Sit Ultra Short ETF** 4.23%
8 Adyen NV 4.10%
9 Fidelity National Information Services, Inc. 4.07%
10 Global Payments, Inc. 2.89%

 

Top Ten Holdings= 44.53% of Total Investments

* Current Fund holdings may not be indicative of future Fund holdings.

** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

7 

 

ETFMG Sit Ultra Short ETF

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns
Period Ended March 31, 2022
  1 Year
Return
    Since
Inception
(10/8/2019)
    Value of
$10,000
(3/31/2022)
 
ETFMG Sit Ultra Short ETF (NAV)     -0.78 %     0.30 %   $ 10,074  
ETFMG Sit Ultra Short ETF  (Market)     -0.78 %     0.30 %   $ 10,075  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on October 8, 2019, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

8 

 

ETFMG Sit Ultra Short ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*
  Security % of Total Investments
1 Dominion Energy, Inc. 2.43%
2 Entergy Louisiana LLC 2.24%
3 United States Trasury Inflation Index Bonds 2.22%
4 Nationwide Mutual Insurance Co. 2.20%
5 General Mills, Inc. 2.20%
6 Toronto-Dominion Bank 2.18%
7 Goldman Sachs Group, Inc. 2.15%
8 Charles Schwab Corp. 2.02%
9 L3Harris Technologies, Inc. 1.94%
10 PPL Electric Utilities Corp. 1.74%

 

Top Ten Holdings =21.32% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings.

9 

 

ETFMG Treatments, Testing and Advancements ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns
Period Ended March 31, 2022
  1 Year
Return
    Since
Inception
(6/17/2020)
    Value of
$10,000
(3/31/2022)
 
ETFMG Treatments, Testing and Advancements ETF (NAV)     -22.61 %     5.77 %   $ 11,054  
ETFMG Treatments, Testing and Advancements  ETF (Market)     -22.67 %     5.85 %   $ 11,069  
S&P 500 Index     15.65 %     25.22 %   $ 14,944  
Prime Treatments, Testing and Advancements Index NTR     -22.82 %     5.37 %   $ 10,997  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 17, 2020, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

10 

 

ETFMG Treatments, Testing and Advancements ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*
  Security % of Total Investments
1 Moderna, Inc. 5.28%
2 BioNTech SE - ADR 5.20%
3 Alnylam Pharmaceuticals, Inc. 4.29%
4 Laboratory Corp. of America Holdings 4.23%
5 Bio-Rad Laboratories, Inc. - Class A 4.01%
6 Quidel Corp. 3.13%
7 Zai Lab, Ltd. - ADR 3.04%
8 Ortho Clinical Diagnostics Holdings PLC 2.95%
9 Quest Diagnostics, Inc. 2.92%
10 ETFMG Sit Ultra Short ETF** 2.69%

 

Top Ten Holdings = 37.74% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings. 

** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements. 

11 

 

ETFMG™ ETFs

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

HACK

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Cyber Defense Index (the “Index”).

 

The fund is concentrated in technology-related companies face intense competition, both domestically and internationally, which may have an adverse effect on profit margins. Such companies may have limited product lines, markets, financial resources or personnel. The products of such companies may face obsolescence due to rapid technological developments, frequent new product introduction, unpredictable changes in growth rates, competition for the services of qualified personnel, and competition from foreign competitors with lower production costs. Technology companies are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Funds are non-diversified, meaning they may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. Diversification does not assure a profit or protect against a loss in a declining market. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Cyber Defense Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Cyber Defense Index. The Prime Cyber Defense Index provides a benchmark for investors interested in tracking companies actively involved in providing cyber security technology and services. The Index uses a market capitalization weighted allocation across the infrastructure provider and service provider categorizations as well as an equal weighted allocation methodology for all components within each sector allocation. Index components are reviewed semi-annually for eligibility, and the weights are re-set accordingly. An investment cannot be made directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments. 

12 

 

ETFMG™ ETFs

 

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Prime Indexes.

 

IPAY

 

The ETFMG Prime Mobile Payments ETF (the “Fund” or the “Mobile Payments ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Mobile Payments Index (the “Index”).

 

Mobile Payment Companies face intense competition, both domestically and internationally, and are subject to increasing regulatory constraints, particularly with respect to fees, competition and anti-trust matters, cybersecurity and privacy. Mobile Payment Companies may be highly dependent on their ability to enter into agreements with merchants and other third parties to utilize a particular payment method, system, software or service, and such agreements may be subject to increased regulatory scrutiny. Additionally, certain Mobile Payment Companies have recently faced increased costs related to class-action litigation challenging such agreements. Such factors may adversely affect the profitability and value of such companies. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Mobile Payments Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.

 

The Prime Mobile Payments Index is designed to provide a benchmark for investors interested in tracking the mobile and electronic payments industry. The stocks are screened for liquidity and weighted according to a modified linear-based capitalization-weighted methodology. The Index generally is comprised of 25-40 securities. An investment cannot be made directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund. 

13 

 

ETFMG™ ETFs

 

  

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Prime Indexes.

 

VALT

 

The ETFMG Sit Ultra Short ETF (the “Fund” or the “Ultra Short ETF”) seeks maximum current income, consistent with preservation of capital and daily liquidity.

 

The market price of the Fund’s fixed-income instruments may change, sometimes rapidly or unpredictably, in response to changes in interest rates, factors affecting securities markets generally, and other factors. Generally, when interest rates rise, the values of fixed-income instruments fall, and vice versa. The Fund may invest in floating rate securities, which are generally less sensitive to interest rate changes than securities with fixed interest rates but may decline in value if their interest rates do not rise as much, or as quickly, as comparable market interest rates. The Fund may invest in U.S. dollar-denominated debt obligations of foreign issuers. Mortgage-and asset-backed securities are subject to interest rate risk. Modest movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain types of these securities. From time to time the Fund may invest a substantial amount of its assets in taxable or tax-exempt municipal securities whose interest is paid solely from revenues of similar projects.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

The Fund’s investment strategy may require it to redeem shares for cash or to otherwise include cash as part of its redemption proceeds. In the event of large shareholder redemptions, the Fund may have to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s performance.

 

Distributed by ETFMG Financial LLC, which is not affiliated with Sit Investment Associates.

 

GERM

 

The ETFMG Treatments, Testing and Advancements ETF (the “Fund”) seeks to provide investment results that, before fees and  expenses, correspond generally to the total return performance of the Prime Treatments, Testing and Advancements Index (the  “Index”).

 

Vaccine development companies are involved in discovering, developing and commercializing novel drugs with significant market potential. These companies face challenges including pre-clinical testing and clinical trial stages of development. Clinical trials may be delayed, and certain programs may never advance in the clinic or may be more costly to conduct than anticipated. Vaccine development requires companies to seek and secure significant funding. If there are delays in obtaining required regulatory and marketing approvals the ability of vaccine development companies to generate revenue will be materially impaired. If regulatory approval is obtained, products will still remain subject to regulatory scrutiny with regulatory authorities having the ability impose significant restrictions on the indicated uses or marketing. Lastly, even if a licensed product is achieved, vaccine development companies may encounter difficulties in manufacturing, product release, shelf life, testing, storage, supply chain management, or shipping. 

14 

 

ETFMG™ ETFs

 

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial LLC, which is not affiliated with Prime Indexes. 

15 

ETFMG™ ETFs

 

PORTFOLIO ALLOCATIONS 

As of March 31, 2022 (Unaudited)

 

 

    ETFMG
Prime Cyber
Security ETF
    ETFMG Prime
Mobile
Payments ETF
   

ETFMG

Sit Ultra
Short ETF

    ETFMG
Treatments,
Testing and
Advancements
ETF
 
As a percent of Net Assets:                        
Australia     %     0.4 %     %     %
Bermuda           0.4              
Brazil           1.4              
Canada     1.1       2.2             3.5  
Cayman Islands     0.1       6.3             5.2  
Denmark                       0.1  
Finland     0.1                    
France           1.7             0.7  
Germany     0.1                   6.9  
Isle of Man     0.2                    
Israel     5.6                    
Italy           1.9              
Japan     2.1       2.3             0.7  
Jersey     1.2                    
Netherlands           4.9             3.3  
Puerto Rico           1.3              
Republic of Korea     0.2       2.4              
Sweden     0.1                    
United Kingdom     7.2       3.3             6.6  
United States     81.2       70.9             72.6  
Coporate Bonds                 93.1        
Municipal Debt Obligations                 1.9        
U.S. Government Notes/Bonds                 4.1          
Short-Term and other Net Assets                                
(Liabilities)     0.8       0.6       0.9       0.4  
      100.0 %     100.0 %     100.0 %     100.0 %

 

The accompanying notes are an integral part of these financial statements. 

16 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 99.2%                
Canada - 1.1%                
Software - 1.1% (d)                
Absolute Software Corp.     255,503     $ 2,156,187  
BlackBerry, Ltd. (a)     2,879,487       21,351,713  
Total Software             23,507,900  
                 
Cayman Islands - 0.1%                
Software - 0.1% (d)                
Arqit Quantum, Inc. (a)     116,415       1,813,746  
                 
Finland - 0.1%                
Software - 0.1% (d)                
F-Secure Oyj (a)     486,358       2,456,136  
                 
Germany - 0.1%                
IT Services - 0.1%                
Secunet Security Networks AG     6,841       3,212,572  
                 
Isle Of Man - 0.2%                
Software - 0.2% (d)                
Kape Technologies PLC (a)     744,503       3,809,363  
                 
Israel - 5.6%                
Communications Equipment - 0.3%                
Radware, Ltd. (a)(b)     192,536       6,155,376  
Software - 5.3% (d)                
Allot Communications, Ltd. (a)     180,380       1,461,078  
Check Point Software Technologies, Ltd. (a)     531,103       73,430,301  
Cognyte Software, Ltd. (a)     339,745       3,842,516  
CyberArk Software, Ltd. (a)     199,452       33,657,525  
Tufin Software Technologies, Ltd. (a)     169,123       1,510,268  
Total Software             113,901,688  
Total Israel             120,057,064  
                 
Japan - 2.1%                
Software - 2.1% (d)                
Cyber Security Cloud, Inc. (a)     25,575       459,232  
Digital Arts, Inc.     52,589       3,205,277  
Trend Micro, Inc.     688,653       40,502,345  
Total Software             44,166,854  
                 
Jersey - 1.2%                
Software - 1.2% (d)                
Mimecast, Ltd. (a)     318,900       25,371,684  

 

The accompanying notes are an integral part of these financial statements. 

17 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
       
Republic of Korea - 0.2%                
Software - 0.2% (d)                
Ahnlab, Inc.     34,319     $ 3,505,377  
                 
Sweden - 0.1%                
Electronic Equipment, Instruments & Components - 0.1%                
Fingerprint Cards AB - Class B (a)     1,239,213       1,959,829  
                 
United Kingdom - 7.2%                
Aerospace & Defense - 5.6%                
BAE Systems PLC     9,885,942       93,166,081  
QinetiQ Group PLC     2,930,059       11,716,541  
Ultra Electronics Holdings PLC     347,995       15,195,410  
Total Aerospace & Defense             120,078,032  
IT Services - 0.2%                
NCC Group PLC     1,561,019       3,744,444  
Software - 1.4% (d)                
Avast PLC (f)     3,226,442       23,989,362  
Darktrace PLC (a)     1,088,804       6,436,364  
Total Software             30,425,726  
Total United Kingdom             154,248,202  
                 
United States - 81.2%                
Aerospace & Defense - 1.0%                
Parsons Corp. (a)(b)     525,106       20,321,602  
Communications Equipment - 10.7%                
Cisco Systems, Inc.     1,633,185       91,066,396  
F5 Networks, Inc. (a)(b)     307,568       64,266,334  
Juniper Networks, Inc.     1,620,588       60,221,050  
NetScout Systems, Inc. (a)     361,284       11,589,991  
Total Communications Equipment             227,143,771  
IT Services - 18.5%                
Akamai Technologies, Inc. (a)(b)     802,304       95,787,075  
Cerberus Cyber Sentinel Corp. (a)     558,058       2,968,869  
Cloudflare, Inc. - Class A (a)(b)     880,470       105,392,259  
LiveRamp Holdings, Inc. (a)     336,981       12,599,720  
Okta, Inc. (a)(b)     545,136       82,293,731  
SolarWinds Corp. (b)     198,536       2,642,514  
VeriSign, Inc. (a)     418,651       93,133,101  
Total IT Services             394,817,269  
Professional Services - 10.1%                
Booz Allen Hamilton Holding Corp.     665,470       58,454,885  
CACI International, Inc. - Class A (a)     117,119       35,283,270  
Leidos Holdings, Inc.     708,690       76,552,694  
ManTech International Corp. - Class A     205,675       17,727,128  
Science Applications International Corp. (b)     287,761       26,522,931  
Total Professional Services             214,540,908  

 

The accompanying notes are an integral part of these financial statements. 

18 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF 

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Software - 40.9% (d)            
A10 Networks, Inc.     328,698     $ 4,585,337  
CommVault Systems, Inc. (a)     224,571       14,900,286  
Crowdstrike Holdings, Inc. - Class A (a)     479,233       108,824,230  
Everbridge, Inc. (a)(b)     199,300       8,697,452  
ForgeRock, Inc. - Class A (a)     140,035       3,069,567  
Fortinet, Inc. (a)(b)     272,188       93,017,527  
Ipsidy, Inc. (a)     83,822       328,582  
KnowBe4, Inc. - Class A (a)(b)     794,786       18,295,974  
Mandiant, Inc. (a)(b)     1,195,001       26,660,472  
N-able, Inc. (a)     297,665       2,708,751  
NortonLifeLock, Inc. (b)     2,951,467       78,272,905  
OneSpan, Inc. (a)     178,526       2,577,915  
Palo Alto Networks, Inc. (a)(b)     159,672       99,397,417  
Ping Identity Holding Corp. (a)     354,105       9,713,100  
Qualys, Inc. (a)(b)     152,602       21,732,051  
Rapid7, Inc. (a)(b)     291,588       32,436,249  
Sailpoint Technologies Holdings, Inc. (a)(b)     468,717       23,988,936  
SecureWorks Corp. - Class A (a)(b)     263,529       3,491,759  
SentinelOne, Inc. - Class A (a)(b)     1,324,246       51,301,290  
Splunk, Inc. (a)     751,627       111,699,288  
Sumo Logic, Inc. (a)     543,779       6,345,901  
Telos Corp. (a)     202,860       2,022,514  
Tenable Holdings, Inc. (a)     530,397       30,651,643  
Varonis Systems, Inc. (a)     539,800       25,662,092  
VirnetX Holding Corp. (a)(b)     320,429       522,299  
Zscaler, Inc. (a)(b)     378,203       91,252,820  
Total Software             872,156,357  
Total United States             1,728,979,907  
TOTAL COMMON STOCKS (Cost $1,813,858,973)             2,113,088,634  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 20.7%                
ETFMG Sit Ultra Short ETF (e)     1,750,000       85,863,050  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     355,673,245       355,673,245  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $443,090,562)             441,536,295  
                 
SHORT-TERM INVESTMENTS - 0.8%                
Money Market Funds - 0.8%                
First American Government Obligations Fund - Class X, 0.18% (c)     16,241,332       16,241,332  
TOTAL SHORT-TERM INVESTMENTS (Cost $16,241,332)             16,241,332  
                 
Total Investments (Cost $2,273,190,867) - 120.7%             2,570,866,261  
Liabilities in Excess of Other Assets - (20.7)%             (441,443,129 )
TOTAL NET ASSETS - 100.0%           $ 2,129,423,132  

 

The accompanying notes are an integral part of these financial statements. 

19 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

Percentages are stated as a percent of net assets.

 

PLC   Public Limited Company 


(a) Non-income producing security.

(b) All or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022 the Fund had a significant portion of its assets in the Software Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Restricted security as defined in Rule 144(a) under the Securities Act of 1933. Resale to the public may require registration or may extend only to qualified institutional buyers. At March 31, 2022, the market value of these securities total $23,989,362, which represents 1.1% of total net assets.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements. 

20 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 99.4%                
Australia - 0.4%                
IT Services - 0.4% (d)                
EML Payments, Ltd. (a)     1,446,761     $ 3,258,666  
                 
Bermuda - 0.4%                
Electronic Equipment, Instruments & Components - 0.4%                
PAX Global Technology, Ltd.     4,789,450       3,943,670  
                 
Brazil - 1.4%                
IT Services - 1.4% (d)                
Cielo SA     19,474,241       12,639,104  
                 
Canada - 2.2%                
IT Services - 2.2% (d)                
Nuvei Corp. (a)(f)     261,849       19,688,682  
                 
Cayman Islands - 6.3%                
IT Services - 6.3% (d)                
Dlocal, Ltd. (a)     470,755       14,715,801  
Pagseguro Digital, Ltd. - Class A (a)(b)     828,396       16,609,340  
StoneCo., Ltd. - Class A (a)(b)     1,053,405       12,324,839  
Yeahka, Ltd. (a)     3,710,893       11,416,966  
Total IT Services             55,066,946  
                 
Cyprus - 0.0%                
IT Services - 0.0%                
QIWI PLC - ADR (b)(g)     235,051        
                 
France - 1.7%                
IT Services - 1.7% (d)                
Worldline SA (a)(f)     343,195       14,990,934  
                 
Italy - 1.9%                
IT Services - 1.9% (d)                
Nexi SpA (a)(f)     1,448,947       16,830,514  
                 
Japan - 2.3%                
Consumer Finance - 0.4%                
Jaccs Co., Ltd.     127,526       3,226,385  
IT Services - 1.8% (d)                
GMO Financial Gate, Inc.     15,172       1,935,446  
GMO Payment Gateway, Inc.     133,693       13,815,163  
Total IT Services             15,750,609  

 

The accompanying notes are an integral part of these financial statements. 

21 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Software - 0.1%            
Intelligent Wave, Inc.     225,157     $ 1,072,705  
Total Japan             20,049,699  
                 
Netherlands - 4.9%                
IT Services - 4.9% (d)                
Adyen NV (a)(f)     21,372       42,770,007  
                 
Puerto Rico - 1.3%                
IT Services - 1.3% (d)                
EVERTEC, Inc.     277,351       11,351,976  
                 
Republic of Korea - 2.4%                
IT Services - 2.4% (d)                
Danal Co., Ltd. (a)     298,355       3,040,043  
Kakaopay Corp. (a)     146,694       17,972,905  
Total IT Services             21,012,948  
                 
United Kingdom - 3.3%                
IT Services - 3.3% (d)                
Network International Holdings PLC (a)(f)     3,964,591       14,582,595  
PayPoint PLC     249,965       1,911,088  
Wise PLC - Class A (a)     1,935,074       12,582,912  
Total IT Services             29,076,595  
                 
United States - 70.9%                
Consumer Finance - 9.8%                
American Express Co.     269,271       50,353,677  
Discover Financial Services     232,058       25,570,471  
Green Dot Corp. - Class A (a)     390,177       10,722,064  
Total Consumer Finance             86,646,212  
IT Services - 58.4% (d)                
Affirm Holdings, Inc. (a)(b)     388,970       18,001,532  
Block, Inc. (a)(b)     388,368       52,662,700  
Boku, Inc. (a)(f)     1,072,706       1,557,118  
Cantaloupe, Inc. (a)     250,934       1,698,823  
Euronet Worldwide, Inc. (a)(b)     109,781       14,287,997  
Evo Payments, Inc. - Class A (a)(b)     447,722       10,337,901  
Fidelity National Information Services, Inc.     422,975       42,475,150  
Fiserv, Inc. (a)(b)     439,422       44,557,391  
FleetCor Technologies, Inc. (a)     81,160       20,213,710  
Flywire Corp. (a)     411,783       12,592,324  
Global Payments, Inc.     220,580       30,184,167  
I3 Verticals, Inc. - Class A (a)     137,349       3,826,543  
International Money Express, Inc. (a)     167,235       3,446,713  
Jack Henry & Associates, Inc. (b)     89,354       17,607,206  
Marqeta, Inc. - Class A (a)     1,160,624       12,813,289  

 

The accompanying notes are an integral part of these financial statements. 

22 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
       
MasterCard, Inc. - Class A     142,054     $ 50,767,259  
MoneyGram International, Inc. (a)     321,317       3,393,108  
Net 1 UEPS Technologies, Inc. (a)     349,800       2,053,326  
Payoneer Global, Inc. (a)     2,379,202       10,611,241  
PayPal Holdings, Inc. (a)     477,985       55,278,964  
Remitly Global, Inc. (a)(b)     959,345       9,468,735  
Sezzle, Inc. (a)(b)     1,549,116       1,559,132  
Shift4 Payments, Inc. - Class A (a)(b)     246,600       15,271,938  
Visa, Inc. - Class A (b)     233,743       51,837,184  
Western Union Co. (b)     728,891       13,659,417  
WEX, Inc. (a)     80,506       14,366,296  
Total IT Services             514,529,164  
Software - 2.7%                
ACI Worldwide, Inc. (a)(b)     345,395       10,876,489  
NCR Corp. (a)     309,146       12,424,577  
Total Software             23,301,066  
Total United States             624,476,442  
TOTAL COMMON STOCKS (Cost $992,661,897)             875,156,183  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 18.6%                
ETFMG Sit Ultra Short ETF (e)     900,000       44,158,140  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     119,644,335       119,644,335  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $164,650,852)             163,802,475  
                 
SHORT-TERM INVESTMENTS - 0.6%                
Money Market Funds - 0.6%                
First American Government Obligations Fund - Class X, 0.18% (c)     5,381,430       5,381,430  
TOTAL SHORT-TERM INVESTMENTS (Cost $5,381,430)             5,381,430  
                 
Total Investments (Cost $1,162,694,179) - 118.6%             1,044,340,088  
Liabilities in Excess of Other Assets - (18.6)%             (163,849,408 )
TOTAL NET ASSETS - 100.0%           $ 880,490,680  

 

The accompanying notes are an integral part of these financial statements. 

23 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

Percentages are stated as a percent of net assets.

 

ADR American Depositary Receipt 

PLC   Public Limited Company 


(a) Non-income producing security.

(b) All or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022 the Fund had a significant portion of its assets in the IT Services Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Restricted security as defined in Rule 144(a) under the Securities Act of 1933. Resale to the public may require registration or may extend only to qualified institutional buyers. At March 31, 2022, the market value of these securities total $110,419,850, which represents 12.5% of total net assets.

(g) Value determined using significant unobservable inputs. The value of this security totals $0, which represents 0.0% of total net assets. Classified as Level 3 in the fair value hierarchy.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements 

24 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Principal        
    Amount     Value  
CORPORATE BONDS - 93.1%                
Aerospace & Defense - 1.9%                
L3Harris Technologies, Inc.                
1.453%, (3 Month LIBOR + 0.750%), 03/10/2023 (b)   $ 4,387,000     $ 4,404,044  
Automotive - 10.0%                
American Honda Finance Corp.                
0.630%, (3 Month LIBOR + 0.150%), 02/22/2023 (b)     440,000       439,687  
1.030%, (3 Month LIBOR + 0.420%), 09/08/2023 (b)     1,771,000       1,773,081  
0.518%, (3 Month LIBOR + 0.280%), 01/12/2024 (b)     2,000,000       1,999,229  
BMW US Capital LLC                
0.570%, (SOFRIX + 0.380%), 08/12/2024 (a)(b)     1,000,000       995,390  
General Motors Financial Co., Inc.                
1.009%, (SOFR + 0.760%), 03/08/2024 (b)     2,244,000       2,229,251  
0.739%, (SOFR + 0.620%), 10/15/2024 (b)     1,000,000       984,473  
Hyundai Capital America                
2.850%, 11/01/2022 (a)     2,000,000       2,006,631  
1.250%, 09/18/2023 (a)     2,564,000       2,496,882  
John Deere Capital Corp.                
0.216%, (SOFR + 0.120%), 07/10/2023 (b)     865,000       861,956  
0.296%, (SOFR + 0.200%), 10/11/2024 (b)     1,000,000       997,340  
Penske Truck Leasing Co. Lp / PTL Finance Corp.                
3.450%, 07/01/2024 (a)     2,200,000       2,207,986  
SMBC Aviation Capital Finance DAC                
3.550%, 04/15/2024 (a)     395,000       393,695  
Toyota Motor Credit Corp.                
0.538%, (SOFRIX + 0.260%), 06/18/2024 (b)     2,242,000       2,226,729  
0.553%, (SOFR + 0.290%), 09/13/2024 (b)     3,200,000       3,173,772  

            22,786,102  
                 
Banks - 21.5%                
Bank of America Corp.                
0.909%, (3 Month BSBY + 0.430%), 05/28/2024 (b)     3,630,000       3,626,261  
1.219%, (3 Month LIBOR + 0.960%), 07/23/2024 (b)     2,500,000       2,512,762  
Bank of Montreal                
0.423%, (SOFRIX + 0.320%), 07/09/2024 (b)     2,663,000       2,640,894  
Bank of Nova Scotia                
0.526%, (SOFR + 0.260%), 09/15/2023 (b)     1,595,000       1,587,386  
0.564%, (SOFRIX + 0.445%), 04/15/2024 (b)     1,500,000       1,492,943  
Barclays PLC                
1.839%, (3 Month LIBOR + 1.380%), 05/16/2024 (b)     2,481,000       2,493,440  
Canadian Imperial Bank of Commerce                
0.621%, (SOFR + 0.340%), 06/22/2023 (b)     500,000       498,377  
0.541%, (SOFR + 0.420%), 10/18/2024 (b)     1,000,000       989,445  
Citizens Financial Group, Inc.                
4.150%, 09/28/2022 (a)     1,115,000       1,128,062  
3.750%, 07/01/2024     500,000       501,738  
Cooperatieve Rabobank UA                
0.711%, (3 Month LIBOR + 0.480%), 01/10/2023 (b)     895,000       896,353  

 

The accompanying notes are an integral part of these financial statements. 

25 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Principal        
    Amount     Value  
Huntington Bancshares, Inc.                
4.350%, 02/04/2023   $ 1,766,000     $ 1,792,014  
JPMorgan Chase & Co.                
0.853%, (SOFR + 0.580%), 03/16/2024 (b)     1,380,000       1,376,137  
1.149%, (3 Month LIBOR + 0.890%), 07/23/2024 (b)     3,648,000       3,669,173  
0.765%, (SOFR + 0.535%), 06/01/2025 (b)     500,000       495,402  
KeyBank NA                
0.600%, (SOFR + 0.320%), 06/14/2024 (b)     3,550,000       3,526,143  
Mizuho Financial Group, Inc.                
1.081%, (3 Month LIBOR + 0.840%), 07/16/2023 (b)     500,000       500,635  
1.226%, (3 Month LIBOR + 0.990%), 07/10/2024 (b)     1,400,000       1,406,476  
PNC Bank NA                
0.768%, (3 Month LIBOR + 0.500%), 07/27/2022 (b)     2,160,000       2,160,911  
Royal Bank of Canada                
0.422%, (SOFRIX + 0.300%), 01/19/2024 (b)     700,000       695,771  
0.515%, (SOFRIX + 0.360%), 07/29/2024 (b)     2,150,000       2,137,246  
Toronto-Dominion Bank                
0.608%, (SOFR + 0.350%), 09/10/2024 (b)     5,000,000       4,957,980  
Truist Bank                
0.776%, (SOFR + 0.730%), 03/09/2023 (b)     2,500,000       2,504,458  
0.319%, (SOFR + 0.200%), 01/17/2024 (b)     593,000       590,377  
US Bank NA                
0.904%, (3 Month LIBOR + 0.440%), 05/23/2022 (b)     805,000       804,942  
0.666%, (3 Month BSBY + 0.170%), 06/02/2023 (b)     1,696,000       1,691,675  
Webster Financial Corp.                
4.375%, 02/15/2024     750,000       766,138  
Westpac Banking Corp.                
0.806%, (3 Month LIBOR + 0.570%), 01/11/2023 (b)     1,500,000       1,503,856  
              48,946,995  
Capital Goods - 1.5%                
AerCap Ireland Capital DAC / AerCap Global Aviation Trust                
1.150%, 10/29/2023     1,000,000       958,345  
1.750%, 10/29/2024     1,500,000       1,415,638  
Air Lease Corp.                
0.800%, 08/18/2024     1,040,000       981,151  

            3,355,134  
Chemicals - 0.6%                
Cabot Corp.                
3.700%, 07/15/2022     1,370,000       1,377,915  
Commercial and Industrial Machinery and Equipment Rental and Leasing - 1.5%                
Triton Container International, Ltd.                
1.150%, 06/07/2024 (a)     3,550,000       3,372,869  
Communications Equipment - 0.3%                
Motorola Solutions, Inc.                
4.000%, 09/01/2024     580,000       590,047  

 

The accompanying notes are an integral part of these financial statements. 

26 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Principal        
    Amount     Value  
Consumer Services - 2.7%                
7-Eleven, Inc.                
0.800%, 02/10/2024 (a)   $ 3,505,000     $ 3,371,575  
Expedia Group, Inc.                
3.600%, 12/15/2023     1,500,000       1,514,232  
Starbucks Corp.                
0.612%, (SOFRIX + 0.420%), 02/14/2024 (b)     1,300,000       1,301,562  
              6,187,369  
Diversified Financial Services - 8.6%                
Bank of New York Mellon Corp.                
1.349%, (3 Month LIBOR + 1.050%), 10/30/2023 (b)     910,000       914,165  
0.404%, (SOFR + 0.260%), 04/26/2024 (b)     500,000       498,401  
0.340%, (SOFR + 0.200%), 10/25/2024 (b)     1,648,000       1,638,425  
BGC Partners, Inc.                
5.375%, 07/24/2023     1,245,000       1,274,722  
Capital One Financial Corp.                
1.019%, (3 Month LIBOR + 0.720%), 01/30/2023 (b)     2,506,000       2,507,818  
Charles Schwab Corp.                
0.778%, (SOFR + 0.500%), 03/18/2024 (b)     4,600,000       4,588,633  
Goldman Sachs Group, Inc.                
0.758%, (SOFR + 0.500%), 09/10/2024 (b)     4,932,000       4,882,121  
Morgan Stanley                
1.559%, (3 Month LIBOR + 1.220%), 05/08/2024 (b)     2,242,000       2,258,595  
National Rural Utilities Cooperative Finance Corp.                
0.524%, (3 Month LIBOR + 0.065%), 02/16/2023 (b)     1,137,000       1,135,147  
              19,698,027  
Diversified Telecommunication Services - 0.6%                
AT&T, Inc.                
1.983%, (3 Month LIBOR + 1.180%), 06/12/2024 (b)     1,443,000       1,464,988  
Food Products - 3.1%                
Conagra Brands, Inc.                
0.500%, 08/11/2023     700,000       678,310  
General Mills, Inc.                
1.249%, (3 Month LIBOR + 1.010%), 10/17/2023 (b)     4,929,000       4,990,332  
Hormel Foods Corp.                
0.650%, 06/03/2024     1,536,000       1,476,897  
              7,145,539  
Health Care Equipment & Supplies - 1.7%                
Baxter International, Inc.                
0.668%, (SOFRIX + 0.440%), 11/29/2024 (a)(b)     2,876,000       2,859,548  
Zimmer Biomet Holdings, Inc.                
1.450%, 11/22/2024     1,000,000       960,950  
              3,820,498  
Health Care Providers & Services - 0.9%                
Cigna Corp.                
1.131%, (3 Month LIBOR + 0.890%), 07/15/2023 (b)     2,020,000       2,035,084  

 

The accompanying notes are an integral part of these financial statements. 

27 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Principal        
    Amount     Value  
Insurance - 15.5%                
Allstate Corp.                
1.613%, (3 Month LIBOR + 0.630%), 03/29/2023 (b)   $ 3,523,000     $ 3,527,124  
Athene Global Funding                
2.236%, (3 Month LIBOR + 1.230%), 07/01/2022 (a)(b)     200,000       200,361  
Brighthouse Financial Global Funding                
1.000%, 04/12/2024 (a)     2,250,000       2,158,135  
0.868%, (SOFR + 0.760%), 04/12/2024 (a)(b)     3,693,000       3,703,085  
CNO Global Funding                
1.650%, 01/06/2025 (a)     1,000,000       954,196  
F&G Global Funding                
0.900%, 09/20/2024 (a)     2,700,000       2,549,924  
Fairfax US, Inc.                
4.875%, 08/13/2024 (a)     745,000       764,993  
Finial Holdings, Inc.                
7.125%, 10/15/2023     1,415,000       1,499,972  
Jackson Financial, Inc.                
1.125%, 11/22/2023 (a)     500,000       485,534  
Jackson National Life Global Funding                
0.696%, (SOFR + 0.600%), 01/06/2023 (a)(b)     2,000,000       2,001,152  
John Hancock Life Insurance Co.                
7.375%, 02/15/2024 (a)     495,000       532,420  
Metropolitan Life Global Funding I                
0.684%, (SOFR + 0.570%), 01/13/2023 (a)(b)     2,000,000       2,001,714  
Metropolitan Life Insurance Co.                
7.875%, 02/15/2024 (a)     1,695,000       1,840,252  
Nationwide Mutual Insurance Co.                
3.116%, (3 Month LIBOR + 2.290%), 12/15/2024 (a)(c)     5,000,000       5,003,450  
New York Life Global Funding                
0.447%, (SOFRIX + 0.330%), 01/14/2025 (a)(b)     3,000,000       2,974,601  
Pacific Life Insurance Co.                
7.900%, 12/30/2023 (a)     1,700,000       1,844,891  
Principal Life Global Funding II                
0.558%, (SOFR + 0.450%), 04/12/2024 (a)(b)     934,000       932,602  
0.604%, (SOFR + 0.380%), 08/23/2024 (a)(b)     2,439,000       2,414,233  
              35,388,639  
Life Sciences Tools & Services - 1.6%                
Thermo Fisher Scientific, Inc.                
0.469%, (SOFRIX + 0.350%), 04/18/2023 (b)     1,153,000       1,152,401  
0.509%, (SOFR + 0.390%), 10/18/2023 (b)     815,000       812,200  
0.649%, (SOFR + 0.530%), 10/18/2024 (b)     1,673,000       1,670,798  
              3,635,399  
Mining - 0.4%                
Glencore Finance Canada, Ltd.                
4.250%, 10/25/2022 (a)     1,000,000       1,008,170  
Motion Picture and Video Industries - 0.8%                
Historic TW, Inc.                
9.150%, 02/01/2023     1,650,000       1,727,894  

 

The accompanying notes are an integral part of these financial statements. 

28 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Principal        
    Amount     Value  
Multi-Utilities - 11.6%                
American Electric Power Co., Inc.                
0.750%, 11/01/2023   $ 1,115,000     $ 1,081,556  
CenterPoint Energy Resources Corp.                
1.004%, (3 Month LIBOR + 0.500%), 03/02/2023 (b)     1,923,000       1,917,482  
CenterPoint Energy, Inc.                
0.841%, (SOFRIX + 0.650%), 05/13/2024 (b)     2,473,000       2,454,520  
Dominion Energy, Inc.                
1.356%, (3 Month LIBOR + 0.530%), 09/15/2023 (b)     5,538,000       5,529,965  
Duke Energy Florida Project Finance LLC                
1.731%, 09/01/2024     43,640       43,510  
Entergy Louisiana LLC                
0.950%, 10/01/2024     5,336,000       5,094,384  
Florida Power & Light Co.                
0.299%, (SOFR + 0.250%), 05/10/2023 (b)     3,911,000       3,901,619  
PPL Electric Utilities Corp.                
1.216%, (3 Month LIBOR + 0.250%), 09/28/2023 (b)     3,975,000       3,956,513  
0.610%, (SOFR + 0.330%), 06/24/2024 (b)     2,384,000       2,369,533  
              26,349,082  
Oil, Gas & Consumable Fuels - 1.4%                
BP Capital Markets PLC                
1.578%, (3 Month LIBOR + 0.650%), 09/19/2022 (b)     515,000       515,327  
Kinder Morgan, Inc.                
1.519%, (3 Month LIBOR + 1.280%), 01/15/2023 (b)     2,588,000       2,603,597  
              3,118,924  
Pharmaceuticals - 2.8%                
AbbVie, Inc.                
1.130%, (3 Month LIBOR + 0.650%), 11/21/2022 (b)     400,000       400,999  
AstraZeneca PLC                
1.134%, (3 Month LIBOR + 0.665%), 08/17/2023 (b)     3,165,000       3,177,077  
Bayer US Finance II LLC                
3.875%, 12/15/2023 (a)     2,000,000       2,022,936  
Pfizer, Inc.                
1.156%, (3 Month LIBOR + 0.330%), 09/15/2023 (b)     877,000       878,241  
              6,479,253  
Real Estate Investment Trusts (REITs) - 1.6%                
Public Storage                
0.609%, (SOFR + 0.470%), 04/23/2024 (b)     3,596,000       3,596,294  
Retailing - 0.2%                
Genuine Parts Co.                
1.750%, 02/01/2025     500,000       478,439  
Semiconductors & Semiconductor Equipment - 2.4%                
Analog Devices, Inc.                
0.530%, (SOFR + 0.250%), 10/01/2024 (b)     2,188,000       2,180,979  
NVIDIA Corp.                
0.584%, 06/14/2024     2,000,000       1,920,891  

 

The accompanying notes are an integral part of these financial statements. 

29 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Principal        
    Amount     Value  
       
QUALCOMM, Inc.                
1.029%, (3 Month LIBOR + 0.730%), 01/30/2023 (b)   $ 1,267,000       1,273,925  
              5,375,795  
TOTAL CORPORATE BONDS (Cost $214,941,062)             212,342,500  
                 
MUNICIPAL DEBT OBLIGATIONS - 1.9%                
City of Moline IL                
2.130%, 12/01/2022     100,000       100,179  
City of Oakland CA                
4.000%, 12/15/2022     700,000       711,992  
Colorado Bridge Enterprise                
0.923%, 12/31/2023     2,000,000       1,935,599  
Homewood Educational Building Authority                
2.000%, 12/01/2023     620,000       614,580  
Indiana Finance Authority                
0.955%, 03/01/2024     450,000       434,644  
Kentucky Housing Corp.                
0.800%, 01/01/2024     350,000       339,394  
North Springs Improvement District                
1.000%, 05/01/2023     215,000       212,793  
TOTAL MUNICIPAL DEBT OBLIGATIONS (Cost $4,468,726)             4,349,181  
                 
U.S. GOVERNMENT NOTES/BONDS - 4.1%                
United States Treasury Inflation Indexed Bonds                
0.125%, 01/15/2023     4,872,120       5,044,764  
0.625%, 01/15/2024     2,409,860       2,537,071  
0.500%, 04/15/2024     1,672,110       1,758,983  
TOTAL U.S. GOVERNMENT NOTES/BONDS (Cost $9,374,812)             9,340,818  
                 
SHORT-TERM INVESTMENTS - 0.6%                
Money Market Funds - 0.6%                
First American Government Obligations Fund - Class X, 0.18% (d)     1,313,514       1,313,514  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,313,514)             1,313,514  
                 
Total Investments (Cost $230,098,114) - 99.7%             227,346,013  
Other Assets in Excess of Liabilities - 0.3%             790,714  
TOTAL NET ASSETS - 100.0%           $ 228,136,727  

 

The accompanying notes are an integral part of these financial statements. 

30 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

Percentages are stated as a percent of net assets.

 

PLC   Public Limited Company

 


(a) Restriced security as defined in Rule 144(a) under the Securities Act of 1933. Resale to the public may require registration or may extend only to qualified institutional buyers. At March 31, 2022, the market value of these securities total $52,225,287, which represents 22.89% of total net assets.

(b) Variable rate security based on a reference index and spread. The rate reported is the rate in effect as of March 31, 2022.

(c) Variable rate security. The coupon is based on an underlying pool of assets. The rate reported is the rate in effect as of March 31, 2022.

(d) The rate shown is the annualized seven-day yield at period end.

 

The accompanying notes are an integral part of these financial statements. 

31 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 99.6%                
Canada - 3.5%                
Biotechnology - 1.1% (d)                
Arbutus Biopharma Corp. (a)(b)     41,031     $ 122,272  
IMV, Inc. (a)(b)     31,592       44,545  
VBI Vaccines, Inc. (a)(b)     78,048       129,560  
XBiotech, Inc.     9,221       79,669  
Total Biotechnology             376,046  
Life Sciences Tools & Services - 2.4%                
AbCellera Biologics, Inc. (a)     86,123       839,699  
Total Canada             1,215,745  
                 
Cayman Islands - 5.2%                
Biotechnology - 5.2% (d)                
I-Mab - ADR (a)(b)     24,244       393,723  
Zai Lab, Ltd. - ADR (a)     31,488       1,384,842  
Total Biotechnology             1,778,565  
                 
Denmark - 0.1%                
Biotechnology - 0.1% (d)                
Evaxion Biotech A/S - ADR (a)     7,020       21,411  
                 
France - 0.7%                
Pharmaceuticals - 0.7%                
Sanofi - ADR (b)     4,691       240,836  
                 
Germany - 6.9%                
Biotechnology - 6.9% (d)                
BioNTech SE - ADR (a)     13,898       2,370,442  
                 
Japan - 0.7%                
Pharmaceuticals - 0.7%                
Takeda Pharmaceutical Co., Ltd. - ADR (a)(b)     15,660       224,251  
                 
Netherlands - 3.3%                
Biotechnology - 3.3% (d)                
CureVac NV (a)(b)     56,601       1,109,946  
InflaRx NV (a)     13,403       24,527  
Total Biotechnology             1,134,473  
                 
United Kingdom - 6.6%                
Biotechnology - 1.2% (d)                
Immunocore Holdings PLC - ADR (a)(b)     13,534       404,667  
Health Care Equipment & Supplies - 3.9%                
Ortho Clinical Diagnostics Holdings PLC (a)     71,942       1,342,438  

 

The accompanying notes are an integral part of these financial statements. 

32 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Pharmaceuticals - 1.5%                
AstraZeneca PLC - ADR (b)     3,918     $ 259,920  
GlaxoSmithKline PLC - ADR     5,678       247,334  
Total Pharmaceuticals             507,254  
Total United Kingdom             2,254,359  
                 
United States - 72.6%                
Biotechnology - 41.0% (d)                
AbbVie, Inc.     1,565       253,702  
Adagio Therapeutics, Inc. (a)(b)     33,746       153,882  
Aligos Therapeutics, Inc. (a)     12,927       27,793  
Alnylam Pharmaceuticals, Inc. (a)(b)     11,978       1,955,888  
Altimmune, Inc. (a)     12,054       73,409  
Arcturus Therapeutics Holdings, Inc. (a)(b)     8,000       215,680  
Assembly Biosciences, Inc. (a)     14,518       29,907  
Athersys, Inc. (a)     71,354       43,205  
Atossa Therapeutics, Inc. (a)     38,409       48,011  
BioCryst Pharmaceuticals, Inc. (a)(b)     56,014       910,788  
CEL-SCI Corp. (a)     13,127       51,589  
Chimerix, Inc. (a)     26,398       120,903  
Codiak Biosciences, Inc. (a)     6,784       42,536  
ContraFect Corp. (a)     11,931       43,548  
Cue Biopharma, Inc. (a)     9,634       47,014  
Dynavax Technologies Corp. (a)(b)     37,893       410,760  
Emergent BioSolutions, Inc. (a)     15,319       628,998  
Enanta Pharmaceuticals, Inc. (a)     6,227       443,238  
Enochian Biosciences, Inc. (a)(b)     15,965       131,711  
Gilead Sciences, Inc.     3,814       226,742  
Gritstone bio, Inc. (a)(b)     20,623       84,967  
Hookipa Pharma, Inc. (a)(b)     9,087       20,718  
iBio, Inc. (a)     66,151       28,326  
Icosavax, Inc. (a)     11,843       83,375  
ImmunityBio, Inc. (a)(b)     120,665       676,931  
Immunome, Inc. (a)     3,670       20,846  
Inovio Pharmaceuticals, Inc. (a)(b)     63,817       229,103  
Moderna, Inc. (a)     13,971       2,406,643  
Novavax, Inc. (a)(b)     16,367       1,205,430  
Ocugen, Inc. (a)(b)     65,186       215,114  
OPKO Health, Inc. (a)(b)     206,672       710,952  
PhaseBio Pharmaceuticals, Inc. (a)     14,587       19,255  
Regeneron Pharmaceuticals, Inc. (a)     385       268,892  
SAB Biotherapeutics, Inc. (a)     13,187       49,583  
Silverback Therapeutics, Inc. (a)     10,640       37,346  
Sorrento Therapeutics, Inc. (a)(b)     95,417       222,322  
SQZ Biotechnologies Co. (a)     8,513       40,948  
Tonix Pharmaceuticals Holding Corp. (a)     150,526       34,651  
Vaxart, Inc. (a)(b)     38,162       192,336  
Vaxcyte, Inc. (a)     17,081       412,506  

 

The accompanying notes are an integral part of these financial statements. 

33 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Vaxxinity, Inc. - Class A (a)(b)     37,841     $ 162,716  
Vir Biotechnology, Inc. (a)(b)     40,132       1,032,195  
Total Biotechnology             14,014,459  
Health Care Equipment & Supplies - 8.2%                
Abbott Laboratories     1,946       230,329  
Co-Diagnostics, Inc. (a)     8,845       54,662  
Cue Health, Inc. (a)(b)     44,396       286,354  
Hologic, Inc. (a)     3,320       255,042  
Lucira Health, Inc. (a)     11,898       42,476  
Meridian Bioscience, Inc. (a)     13,207       342,854  
OraSure Technologies, Inc. (a)     21,851       148,150  
Quidel Corp. (a)     12,673       1,425,205  
Total Health Care Equipment & Supplies             2,785,072  
Health Care Providers & Services - 11.3%                
Enzo Biochem, Inc. (a)     14,703       42,639  
Fulgent Genetics, Inc. (a)(b)     9,177       572,737  
Laboratory Corp. of America Holdings (a)     7,310       1,927,354  
Quest Diagnostics, Inc. (b)     9,707       1,328,500  
Total Health Care Providers & Services             3,871,230  
Life Sciences Tools & Services - 7.1%                
Adaptive Biotechnologies Corp. (a)     42,947       596,104  
Bio-Rad Laboratories, Inc. - Class A (a)(b)     3,248       1,829,372  
Total Life Sciences Tools & Services             2,425,476  
Pharmaceuticals - 5.0%                
Atea Pharmaceuticals, Inc. (a)     25,245       182,269  
Bristol-Myers Squibb Co. (b)     3,406       248,740  
CorMedix, Inc. (a)     11,553       63,310  
Eli Lilly and Co.     910       260,598  
Johnson & Johnson     1,397       247,590  
Merck & Co., Inc. (b)     3,051       250,335  
Paratek Pharmaceuticals, Inc. (a)     15,224       45,215  
Pfizer, Inc.     4,921       254,760  
SIGA Technologies, Inc. (a)     22,482       159,397  
Total Pharmaceuticals             1,712,214  
Total United States             24,808,451  
TOTAL COMMON STOCKS (Cost $51,559,535)             34,048,533  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 33.4%                
ETFMG Sit Ultra Short ETF (e)     25,000       1,226,615  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     10,173,952       10,173,952  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $11,417,927)             11,400,567  

 

The accompanying notes are an integral part of these financial statements 

34 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
       
SHORT-TERM INVESTMENTS - 0.3%                
Money Market Funds - 0.3%                
First American Government Obligations Fund - Class X, 0.18% (c)     119,716     $ 119,716  
TOTAL SHORT-TERM INVESTMENTS (Cost $119,716)             119,716  
                 
Total Investments (Cost $63,097,178) - 133.3%             45,568,816  
Liabilities in Excess of Other Assets - (33.3)%             (11,393,567 )
TOTAL NET ASSETS - 100.0%           $ 34,175,249  

 

Percentages are stated as a percent of net assets.

 

ADR American Depositary Receipt 

PLC   Public Limited Company 


(a) Non-income producing security.

(b) All or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022 the Fund had a significant portion of its assets in the Biotechnology Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements. 

35 

 

ETFMG™ ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES 

March 31, 2022 (Unaudited)

 

 


  ETFMG
Prime Cyber
Security ETF
    ETFMG Prime
 Mobile
Payments ETF
    ETFMG Sit
Ultra Short
ETF
    ETFMG
Treatments,
Testing and
Advancements
ETF
 
ASSETS                        
Investments in unaffiliated securities, at value*   $ 2,485,003,211     $ 1,000,181,948     $ 227,346,013     $ 44,342,201  
Investments in affiliated securities, at value*     85,863,050       44,158,140             1,226,615  
Cash           26              
Foreign currency*           78              
Receivables:                                
Dividends and interest receivable     2,644,642       1,548,432       566,790       12,892  
Securities lending income receivable     55,205       27,367       1,752,974       31,347  
Total Assets     2,573,566,108       1,045,915,991       229,665,777       45,613,055  
                                 
LIABILITIES                                
Collateral received for securities loaned (Note 7)     443,090,562       164,650,852             11,417,927  
Payables:                                
Foreign currency payable to custodian, at value     39                    
Payable for investments purchased                 1,470,853        
Payable for fund shares redeemed           234,967              
Management fees payable     1,052,375       539,492       58,197       19,879  
Total Liabilities     444,142,976       165,425,311       1,529,050       11,437,806  
Net Assets   $ 2,129,423,132     $ 880,490,680     $ 228,136,727     $ 34,175,249  
                                 
NET ASSETS CONSIST OF:                                
Paid-in Capital   $ 2,099,293,455     $ 1,107,519,673     $ 232,084,697     $ 55,022,130  
Total Distributable Earnings (Accumulated Losses)     30,129,677       (227,028,993 )     (3,947,970 )     (20,846,881 )
Net Assets   $ 2,129,423,132     $ 880,490,680     $ 228,136,727     $ 34,175,249  
                                 
*Identified Cost:                                
                                 
Investments in unaffiliated securities   $ 2,185,773,550     $ 1,117,686,076     $ 230,098,114     $ 61,853,203  
Investments in affiliated securities     87,417,317       45,008,103             1,243,975  
Foreign currency     39       78              
                                 
Shares Outstanding^     36,300,000       16,850,000       4,650,000       1,250,000  
                                 
Net Asset Value, Offering and Redemption Price per Share   $ 58.66     $ 52.25     $ 49.06     $ 27.34  

 

^ No par value, unlimited number of shares authorized

 

The accompanying notes are an integral part of these financial statements. 

36 

 

ETFMG™ ETFs

 

STATEMENTS OF OPERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

 

    ETFMG
Prime Cyber
Security ETF
    ETFMG
Prime Mobile
Payments
ETF
    ETFMG Sit
Ultra Short
ETF
    ETFMG
Treatments,
Testing and
Advancements
ETF
 
INVESTMENT INCOME                        
Income:                        
Dividends from unaffiliated securities (net of foreign withholdings tax of $243,457, $95,251, $-, $-)   $ 6,719,514     $ 2,782,247     $     $ 90,948  
Interest     2,795       1,024       853,779       45  
Securities lending income     294,657       203,966             77,064  
Total Investment Income     7,016,966       2,987,237       853,779       168,057  
                                 
Expenses:                                
Management fees     6,552,544       3,738,144       346,331       158,645  
Total Expenses     6,552,544       3,738,144       346,331       158,645  
Net Investment Income (Loss)     464,422       (750,907 )     507,448       9,412  
                                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                                
Net Realized Gain (Loss) on:                                
Unaffiliated Investments     (166,007,970 )     (47,969,371 )     27,764       (1,475,067 )
In-Kind redemptions     138,778,587       24,373,537             857,076  
Foreign currency and foreign currency translation     (115,151 )     175,965              
Net Realized Gain (Loss) on Investments and In-Kind redemptions     (27,344,534 )     (23,419,869 )     27,764       (617,991 )
Net Change in Unrealized Appreciation (Depreciation) of:                                
Unaffiliated Investments     (45,164,492 )     (250,544,260 )     (3,267,638 )     (18,790,076 )
Affiliated Investments     (1,208,200 )     (621,360 )           (17,260 )
Foreign currency and foreign currency translation     (4,430 )     (594 )            
Net change in Unrealized Appreciation (Depreciation) of Investments     (46,377,122 )     (251,166,214 )     (3,267,638 )     (18,807,336 )
Net Realized and Unrealized Gain (Loss) on Investments     (73,721,656 )     (274,586,083 )     (3,239,874 )     (19,425,327 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ (73,257,234 )   $ (275,336,990 )   $ (2,732,426 )   $ (19,415,915 )

 

The accompanying notes are an integral part of these financial statements. 

37 

 

ETFMG Prime Cyber Security ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 464,422     $ 7,093,741  
Net realized gain (loss) on investments and In-Kind Redemptions     (27,344,534 )     330,529,386  
Net change in unrealized appreciation/depreciation of                
investments and foreign currency and foreign currency translation     (46,377,122 )     153,820,198  
Net increase (decrease) in net assets resulting from operations     (73,257,234 )     491,443,325  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (1,526,505 )     (6,619,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (103,468,595 )     318,934,925  
Transaction Fees (See Note 1)     27,881       74,347  
Net increase (decrease) in net assets from capital share transactions     (103,440,714 )     319,009,272  
Total increase (decrease) in net assets   $ (178,224,453 )   $ 803,833,597  
                 
NET ASSETS                
Beginning of Period     2,307,647,585       1,503,813,988  
End of Period   $ 2,129,423,132     $ 2,307,647,585  

 

Summary of share transactions is as follows:                    

 

    Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     14,250,000     $ 812,395,855       16,750,000     $ 994,736,015  
Transaction Fees  (See Note 1)           27,881             27,881  
Shares Redeemed     (15,800,000 )     (915,864,450 )     (11,200,000 )     (675,801,090 )
Net Transactions in Fund Shares     (1,550,000 )   $ (103,440,714 )     5,550,000     $ 318,962,806  
Beginning Shares     37,850,000               32,300,000          
Ending Shares     36,300,000               37,850,000          

 

The accompanying notes are an integral part of these financial statements. 

38 

 

ETFMG Prime Mobile Payments ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 
    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment loss   $ (750,907 )   $ (2,268,082 )
Net realized gain (loss) on investments and In-Kind Redemptions     (23,419,869 )     143,616,233  
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     (251,166,214 )     59,723,122  
Net increase (decrease) in net assets resulting from operations     (275,336,990 )     201,071,273  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings            
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (37,824,655 )     194,384,200  
Transaction Fees (See Note 1)     15,192       39,220  
Net increase (decrease) in net assets from capital share transactions     (37,809,463 )     194,423,420  
Total increase (decrease) in net assets   $ (313,146,453 )   $ 395,494,693  
                 
NET ASSETS                
Beginning of Period     1,193,637,133       798,142,440  
End of Period   $ 880,490,680     $ 1,193,637,133  

 

Summary of share transactions is as follows:                  

 

    Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     2,100,000     $ 114,795,455       8,700,000     $ 593,606,155  
Transaction Fees (See Note 1)           15,192             39,220  
Shares Redeemed     (2,850,000 )     (152,620,110 )     (5,800,000 )     (399,221,955 )
Net Transactions in Fund Shares     (750,000 )   $ (37,809,463 )     2,900,000     $ 194,423,420  
Beginning Shares     17,600,000               14,700,000          
Ending Shares     16,850,000               17,600,000          

 

The accompanying notes are an integral part of these financial statements. 

39 

 

ETFMG Sit Ultra Short ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 507,448     $ 1,093,399  
Net realized gain on investments and In-Kind Redemptions     27,764       74,759  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (3,267,638 )     (112,246 )
Net increase (decrease) in net assets resulting from operations     (2,732,426 )     1,055,912  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (501,714 )     (1,070,997 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (11,181,585 )     136,797,377  
Net increase (decrease) in net assets   $ (14,415,725 )   $ 136,782,292  
                 
NET ASSETS                
Beginning of Period     242,552,452       105,770,160  
End of Period   $ 228,136,727     $ 242,552,452  

 

Summary of share transactions is as follows:

 

      Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
      Shares     Amount     Shares     Amount  
Shares Sold           $       3,050,000     $ 151,723,497  
Shares Redeemed       (225,000 )     (11,181,585 )     (300,000 )     (14,926,120 )
Net Transactions in Fund Shares       (225,000 )   $ (11,181,585 )     2,750,000     $ 136,797,377  
Beginning Shares       4,875,000               2,125,000          
Ending Shares       4,650,000               4,875,000          

  

The accompanying notes are an integral part of these financial statements. 

40 

 

ETFMG Treatments, Testing and Advancements ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 9,412     $ 578,226  
Net realized gain (loss) on investments and In-Kind Redemptions     (617,991 )     13,807,775  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (18,807,336 )     6,476,857  
Net increase (decrease) in net assets resulting from operations     (19,415,915 )     20,862,858  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (1,444 )     (647,750 )
                 
CAPITAL SHARE TRANSACTIONS                
Net decrease in net assets derived from net change in outstanding shares     (9,887,985 )     (10,764,405 )
Net increase (decrease) in net assets   $ (29,305,344 )   $ 9,450,703  
                 
NET ASSETS                
Beginning of Period     63,480,593       54,029,890  
End of Period   $ 34,175,249     $ 63,480,593  

 

Summary of share transactions is as follows:

 

      Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
      Shares     Amount     Shares     Amount  
Shares Sold       100,000     $ 2,739,590       900,000     $ 35,594,570  
Shares Redeemed       (400,000 )     (12,627,575 )     (1,300,000 )     (46,358,975 )
Net Transactions in Fund Shares       (300,000 )   $ (9,887,985 )     (400,000 )   $ (10,764,405 )
Beginning Shares       1,550,000               1,950,000          
Ending Shares       1,250,000               1,550,000          

 

The accompanying notes are an integral part of these financial statements. 

41 

 

ETFMG Prime Cyber Security ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

    Period Ended March 31, 2022 (Unaudited)     Year Ended September 30, 2021     Year Ended September 30, 2020     Year Ended September 30, 2019     Year Ended September 30, 2018     Year Ended September 30, 2017  
                                                 
Net Asset Value, Beginning Period/Year   $ 60.97     $ 46.56     $ 37.46     $ 40.08     $ 30.11     $ 27.91  
Income (Loss) from Investment Operations:                                                
Net investment income (loss) 1     0.01       0.20       0.64       0.07       0.03       (0.01 )
Net realized and unrealized gain (loss) on investments     (2.28 )     14.39       9.10       (2.64 )     9.94       2.34  
Total from investment operations     (2.27 )     14.59       9.74       (2.57 )     9.97       2.33  
Less Distributions:                                                
Distributions from net investment income     (0.04 )     (0.18 )     (0.64 )     (0.05 )     (0.00 )3     (0.13 )
                                                 
Total distributions     (0.04 )     (0.18 )     (0.64 )     (0.05 )     (0.00 )3     (0.13 )
Net asset value, end period/year   $ 58.66     $ 60.97     $ 46.56     $ 37.46     $ 40.08     $ 30.11  
Total Return     -3.71 %4     31.34 %     26.75 %     -6.42 %     33.16 %     8.42 %
                                                 
Ratios/Supplemental Data:                                                
Net assets at end of period/year (000’s)   $ 2,129,423     $ 2,307,648     $ 1,503,814     $ 1,427,200     $ 1,835,861     $ 1,097,360  
                                                 
Expenses to Average Net Assets before legal expense     0.60 %5     0.60 %     0.60 %     0.60 %     0.60 %     0.68 %
Gross Expenses to Average Net Assets     0.60 %5     0.60 %2     0.60 %     0.60 %     0.60 %     0.72 %2
Net Investment                                                
Income (Loss) to Average Net Assets     0.04 %5     0.35 %     1.50 %     0.19 %     0.07 %     -0.03 %
Portfolio Turnover Rate     34 %4     34 %     33 %     36 %     41 %     53 %

 


1 Calculated based on average shares outstanding during the period/year.

2 The ratio of expenses to average net assets includes legal expense.

3 Per share amount is less than $0.01.

4 Not annualized.

5 Annualized.

 

The accompanying notes are an integral part of these financial statements. 

42 

 

ETFMG Prime Mobile Payments ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

    Period Ended March 31, 2022 (Unaudited)     Year Ended September 30, 2021     Year Ended September 30, 2020     Year Ended September 30, 2019     Year Ended September 30, 2018     Year Ended September 30, 2017  
                                                 
Net Asset Value, Beginning Period/Year   $ 67.82     $ 54.30     $ 46.60     $ 42.86     $ 32.57     $ 24.96  
Income (Loss) from Investment Operations:                                                
Net investment income (loss) 1     (0.04 )     (0.13 )     (0.04 )     0.03       0.07       0.03  
Net realized and unrealized gain (loss) on investments     (15.53 )     13.65       7.75       3.93       10.22       7.60  
Total from investment operations     (15.57 )     13.52       7.71       3.96       10.29       7.63  
Less Distributions:                                                
Distributions from net investment income                 (0.02 )     (0.05 )     (0.01 )     (0.02 )
Net realized gains                       (0.18 )            
Total distributions                 (0.02 )     (0.23 )     (0.01 )     (0.02 )
Capital Share Transactions:                                                
Transaction fees added to paid-in capital                 0.01       0.01       0.01        
Net asset value, end period/year   $ 52.25     $ 67.82     $ 54.30     $ 46.60     $ 42.86     $ 32.57  
Total Return     -22.95 %3     24.91 %     16.56 %     9.49 %     31.62 %     30.59 %
                                                 
Ratios/Supplemental Data:                                                
Net assets at end period/year (000’s)   $ 880,491     $ 1,193,637     $ 798,142     $ 743,198     $ 522,874     $ 170,993  
                                                 
Expenses to Average Net Assets before legal expense     0.75 %4     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Gross Expenses to Average Net Assets     0.75 %4     0.75 %     0.75 %     0.75 %     0.75 %     0.80 %2
Net Investment Income (Loss) to Average Net Assets     -0.15 %4     -0.20 %     -0.08 %     0.06 %     0.16 %     0.12 %
Portfolio Turnover Rate     18 %3     27 %     19 %     28 %     16 %     31 %

 


1 Calculated based on average shares outstanding during the period/year.

2 The ratio of expenses to average net assets includes legal expense.

3 Not annualized.

4 Annualized.

  

The accompanying notes are an integral part of these financial statements. 

43 

 

ETFMG Sit Ultra Short ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

    Period Ended March 31, 2022 (Unaudited)     Year Ended September 30, 2021     Period Ended September 30, 20201  
                         
Net Asset Value, Beginning Year/Period   $ 49.75     $ 49.77     $ 50.00  
                         
Income from Investment Operations:                        
Net investment income 2     0.11       0.39       0.86  
Net realized and unrealized gain (loss) on investments     (0.69 )     (0.02 )     (0.27 )
Total from investment operations     (0.58 )     0.37       0.59  
                         
Less Distributions:                        
Distributions from net investment income     (0.11 )     (0.39 )     (0.82 )
Total distributions     (0.11 )     (0.39 )     (0.82 )
Net asset at end of year/period   $ 49.06     $ 49.75     $ 49.77  
Total Return     -1.18 %3     0.75 %5     1.19 %3
                         
Ratios/Supplemental Data:                        
Net assets at end of year/period (000’s)   $ 228,137     $ 242,552     $ 105,770  
                         
Expenses to Average Net Assets before legal expense     0.30 %4     0.30 %     0.30 %4
Gross Expenses to Average Net Assets     0.30 %4     0.30 %     0.30 %4
Net Investment Income to Average Net Assets     0.44 %4     0.77 %     1.78 %4
Portfolio Turnover Rate     27 %3     55 %     132 %3

 


1 Commencement of operations on October 8, 2019.

2 Calculated based on average shares outstanding during the year/period.

3 Not annualized.

4 Annualized.

5 The returns reflect the actual performance for the period and do not include the impact of trades executed on the last business day of the period that were recorded on the first business day of the next period.

 

The accompanying notes are an integral part of these financial statements.

44 

 

ETFMG Treatments, Testing and Advancements ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

    Period Ended March 31, 2022 (Unaudited)     Year Ended September 30, 2021     Period Ended September 30, 20201  
                   
Net Asset Value, Beginning Period/Year   $ 40.96     $ 27.71     $ 25.00  
                         
Income from Investment Operations:                        
Net investment income 2     0.01       0.36       0.02  
Net realized and unrealized gain (loss) on investments     (13.63 )     13.28       2.69  
Total from investment operations     (13.62 )     13.64       2.71  
                         
Less Distributions:                        
Distributions from net investment income     (0.00 )3     (0.39 )      
Total distributions     (0.00 )3     (0.39 )      
Net asset at end of period/year   $ 27.34     $ 40.96     $ 27.71  
Total Return     -33.24 %4     49.43 %6     10.82 %4
                         
Ratios/Supplemental Data:                        
Net assets at end of period/year (000’s)   $ 34,175     $ 63,481     $ 54,030  
                         
Expenses to Average Net Assets before legal expense     0.68 %5     0.68 %     0.68 %5
Gross Expenses to Average Net Assets     0.68 %5     0.68 %     0.68 %5
Net Investment Income to Average Net Assets     0.04 %5     0.98 %     0.25 %5
Portfolio Turnover Rate     16 %4     39 %     41 %4

  


1 Commencement of operations on June 17, 2020.

2 Calculated based on average shares outstanding during the period/year.

3 Per share amount is less than $0.01.

4 Not annualized.

5 Annualized.

6 The returns reflect the actual performance for the period and do not include the impact of trades executed on the last business day of the period that were recorded on the first business day of the next period.

 

The accompanying notes are an integral part of these financial statements.

45 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited)

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Prime Cyber Security ETF (“HACK”), ETFMG Prime Mobile Payments ETF (“IPAY”), ETFMG Sit Ultra Short ETF (“VALT”), and ETFMG Treatments, Testing and Advancements ETF (“GERM”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker Strategy
Commencement
Date
Strategy
ETFMG Prime Cyber Security ETF 8/1/2017 Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield of the Prime Cyber Defense Index (“Prime Cyber Index”).
ETFMG Prime Mobile Payments ETF 8/1/2017 Seeks to provide investment results that, before fees and expenses,  correspond  generally  to  the  price  and  yield performance of the Prime Mobile Payments Index (“Prime Mobile Index”).
ETFMG Sit Ultra Short ETF 10/8/2019 Seeks to achieve its investment objective by investing in a diversified portfolio of high-quality short-term U.S. dollar denominated domestic and foreign debt securities and other instruments.
ETFMG Treatments, Testing and Advancements ETF 6/17/2020 Seeks to provide investment results that, before fees and expenses,  correspond  generally  to  the  price  and  yield performance  of  the  Prime  Treatments,  Testing  and Advancements Index.

 

The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees. 

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ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Funds may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Debt obligations are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to, reported trades, executable bid and ask prices, broker/dealer quotations, prices or yields of securities with similar characteristics, interest rates, anticipated prepayments, benchmark curves or information pertaining to the issuer, as well as industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the ETF Prime Mobile Payments ETF held one security that was fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
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NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Funds’ net assets as of March 31, 2022:

 

ETFMG Prime Cyber Security ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 2,113,088,634     $     $     $ 2,113,088,634  
Short-Term Investments     16,241,332                   16,241,332  
ETFMG Sit Ultra Short ETF**     85,863,050                   85,863,050  
Investments Purchased with Securities Lending Collateral*                       355,673,245  
Total Investments in Securities   $ 2,215,193,016     $     $     $ 2,570,866,261  

 

ETFMG Prime Mobile Payments ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 875,156,183     $     $     $ 875,156,183  
Short-Term Investments     5,381,430                   5,381,430  
ETFMG Sit Ultra Short ETF**     44,158,140                   44,158,140  
Investments Purchased with Securities Lending Collateral*                       119,644,335  
Total Investments in Securities   $ 924,695,753     $     $     $ 1,044,340,088  
48 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

ETFMG Sit Ultra Short ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Fixed Income                                
Corporate Bonds   $     $ 212,342,500     $     $ 212,342,500  
Municipal Debt Obligations           4,349,181             4,349,181  
U.S. Government Notes/Bonds           9,340,818             9,340,818  
Short-Term Investments     1,313,514                   1,313,514  
Total Investments in Securities   $ 1,313,514     $ 226,032,499     $     $ 227,346,013  

 

ETFMG Treatments, Testing and Advancements ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 34,048,533     $     $     $ 34,048,533  
Short-Term Investments     119,716                   119,716  
ETFMG Sit Ultra Short ETF**     1,226,615                   1,226,615  
Investments Purchased with Securities Lending Collateral*                       10,173,952  
Total Investments in Securities   $ 35,394,864     $     $     $ 45,568,816  

 


^ See Schedule of Investments for classifications by country and industry.

* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

** Investment was purchased with collateral.

 


B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements. 

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ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 


G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods. 

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ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Investment Style Risk. The Funds, other than VALT, are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate. 

51 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non-advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Prime Cyber Security ETF 0.60%
ETFMG Prime Mobile Payments ETF 0.75%
ETFMG Sit Ultra Short ETF 0.30%
ETFMG Treatments, Testing and Advancements ETF 0.68%

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for HACK, IPAY, and GERM. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the period ended March 31, 2022, the Funds did not incur any 12b-1 expenses.

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ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the period ended March 31, 2022:

 

    Purchases     Sales  
ETFMG Prime Cyber Security ETF   $ 769,162,255     $ 789,810,894  
ETFMG Prime Mobile Payments ETF     192,130,137       192,701,455  
ETFMG Sit Ultra Short ETF     61,128,900       62,731,495  
ETFMG Treatments, Testing and Advancements ETF     8,005,118       8,213,609  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended March 31, 2022:

 

    Purchases In-     Sales In-  
    Kind     Kind  
ETFMG Prime Cyber Security ETF   $ 794,966,651     $ 891,710,270  
ETFMG Prime Mobile Payments ETF     112,395,435       148,832,072  
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF     2,711,339       12,246,911  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended March 31, 2022.

 

NOTE 7 – SECURITIES LENDING

 

The Funds, except for VALT, may lend up to 33 1⁄3% of the value of the securities in their portfolios to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (the “Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss on the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of each Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which a Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a Fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Funds could also experience delays in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent. 

53 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

As of the period ended March 31, 2022 the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received            
    Values of     Fund  
    Securities on     Collateral  
Fund   Loan     Received*  
ETFMG Prime Cyber Security ETF   $ 429,432,910     $ 443,090,562  
ETFMG Prime Mobile Payments ETF     158,212,346       164,650,852  
ETFMG Treatments, Testing and Advancements ETF     10,899,114       11,417,927  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, a money market fund with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
   

Net
Unrealized

Appreciation
(Depreciation)

 
ETFMG Prime Cyber Security ETF   $ 2,401,040,537     $ 441,995,693     $ (156,489,208 )   $ 285,506,485  
ETFMG Prime Mobile Payments ETF     1,301,934,331       203,125,831       (97,401,406 )     105,724,425  
ETFMG Sit Ultra Short ETF     239,654,901       550,557       (38,878 )     511,679  
ETFMG Treatments, Testing and Advancements ETF     73,631,811       9,416,918       (8,718,871 )     698,047  

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses. 

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ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed  
Ordinary
Income
   

Undistributed

Long-Term
Gain

    Total
Distributable
Earnings
    Other
Accumulated
Loss
    Total
Accumulated
Gain (Loss)
 
ETFMG Prime Cyber Security ETF   $ 629,031     $     $ 629,031     $ (181,222,100 )   $ 104,913,416  
ETFMG Prime Mobile Payments ETF                       (57,416,428 )     48,307,997  
ETFMG Sit Ultra Short ETF     116,138             116,139       (1,341,647 )     (713,830 )
ETFMG Treatments, Testing and Advancements ETF     1,444             1,444       (2,129,013 )     (1,429,522 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss
Carryforward
ST
    Capital Loss
Carryforward
LT
    Expires  
ETFMG Prime                      
Cyber Security ETF   $ (74,327,872 )   $ (106,894,241 )   Indefinite  
ETFMG Prime Mobile Payments ETF     (20,056,769 )     (35,819,530 )   Indefinite  
ETFMG Sit Ultra Short ETF     (1,341,647 )         Indefinite  
ETFMG Treatments, Testing and Advancements ETF     (2,129,013 )         Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

    Late Year
Ordinary
Loss
    Post-
October
Capital
Loss
 
ETFMG Prime Cyber Security ETF   $     $  
ETFMG Prime Mobile Payments ETF     1,542,196        
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF            
55 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

The tax charter of distributions paid during the period ended March 31, 2022, and the year ended September 30, 2021 were as follows:

 

    Period Ended
March 31, 2022
    Year Ended
September 30, 2021
 
      From
Ordinary
Income
      From
Capital
Gains
      From
Ordinary
Income
      From
Capital
Gains
 
ETFMG Prime                                
Cyber Security ETF   $ 1,526,505     $     $ 6,619,000     $  
ETFMG Prime Mobile Payments ETF                        
ETFMG Sit Ultra Short ETF     501,714             1,070,997        
ETFMG Treatments, Testing and Advancements ETF     1,444             647,750        

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Prime Cyber Security ETF 

ETFMG Prime Cyber Security ETF owned the following company during the period ended March 31, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in this security was as follows:

 

Security Name   Value at September 30, 2021     Purchases     Sales     Realized Gain (Loss)(1)     Change in Unrealized Appreciation (Depreciation)     Dividend Income     Value at March 31, 2022     Ending Shares  
ETFMG Sit Ultra Short ETF *     87,071,250                         (1,208,200 )           85,863,050       1,750,000  
56 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

ETFMG Prime Mobile Payments ETF 

ETFMG Prime Mobile Payments ETF owned the following company during the period ended March 31, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in this security was as follows:

 

Security Name   Value at September 30, 2021     Purchases     Sales     Realized Gain (Loss)(1)     Change in Unrealized Appreciation (Depreciation)     Dividend Income     Value at March 31, 2022     Ending Shares  
ETFMG Sit Ultra Short ETF *   $ 44,779,500     $     $     $     $ (621,360 )   $     $ 44,158,140       900,000  

 

ETFMG Treatments, Testing and Advancements ETF 

ETFMG Treatments, Testing and Advancements ETF owned the following company during the period ended March 31, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in this security was as follows:

 

Security Name   Value at September 30, 2021     Purchases     Sales     Realized Gain (Loss)(1)     Change in Unrealized Appreciation (Depreciation)     Dividend  Income     Value at March 31, 2022     Ending Shares  
ETFMG Sit Ultra Short ETF *   $ 1,243,875     $     $     $     $ (17,260 )   $     $ 1,226,615       25,000  

*Affiliate as of March 31, 2022. 

1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

As of March 31, 2022, 97.31% of outstanding shares of VALT were owned by affiliates.

 

NOTE 10 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C-152-21. This action asserts breach of contract and tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The new action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied. The defendants intend to vigorously defend themselves in this new action. 

57 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

With respect to Note 10 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim. 

58 

 

ETFMG Prime Cyber Security ETF

ETFMG Prime Mobile Payments ETF

ETFMG Sit Ultra Short ETF

ETFMG Treatments, Testing and Advancements ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of:

 


the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of each of ETFMG Treatments, Testing and Advancements ETF (“GERM”), ETFMG Prime Cyber Security ETF (“HACK”), ETFMG Prime Mobile Payments ETF (“IPAY”) and ETFMG Sit Ultra Short ETF (“VALT”) (each a “Fund” and collectively, the “Funds”); and

 


a Sub-Advisory Agreement between the Adviser and Sit Fixed Income Advisors II, LLC (the “Sub-Adviser”) with respect to the Fund (the “Sub-Advisory Agreement” and, together with the Advisory Agreement, the “Agreements”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Agreements after their initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Funds; and (ii) by the vote of a majority of the Trustees who are not parties to the Agreements or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Agreements for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser and Sub-Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to the Funds by the Adviser and Sub-Adviser; (ii) the investment performance of the Funds; (iii) the Adviser’s costs and profits realized in providing services to the Funds, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Funds in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as the Funds grow and whether the advisory fees for the Funds reflect these economies of scale for the benefit of the Funds; and (vi) other financial benefits to the Adviser or Sub-Adviser and their affiliates resulting from services rendered to the Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, each of the Adviser and Sub-Adviser provided responses to a detailed series of questions, which included information about the Adviser’s and Sub-Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Agreements in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Agreements, and the weight to be given to each such factor. The conclusions reached with respect to the Agreements were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to each Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

59 

 

ETFMG Prime Cyber Security ETF

ETFMG Prime Mobile Payments ETF

ETFMG Sit Ultra Short ETF

ETFMG Treatments, Testing and Advancements ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS 

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

Nature, Extent and Quality of Services Provided by the Adviser 

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Funds. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Funds; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Funds. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

The Board also considered other services provided to the Funds, such as overseeing the activities of the Sub-Adviser, as well as the Funds’ other service providers, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

With respect to VALT, the Board then considered the scope of services provided under the Sub-Advisory Agreement, noting that the Sub-Adviser will be providing investment sub-advisory services to the Adviser in the form of selecting and trading portfolio securities on behalf of the Fund and selecting broker-dealers to execute purchase and sale transactions, subject to the supervision of the Adviser and the oversight of the Board.

 

In considering the nature, extent and quality of the services to be provided by the Sub-Adviser, the Board noted that it had received a copy of the Sub-Adviser’s Form ADV, as well as the response of the Sub-Adviser to a detailed series of questions which included, among other things, information about the background and experience of the Sub-Adviser’s personnel. The Board considered the experience of the Sub-Adviser’s personnel in the financial services industry, particularly in regards to fixed-income securities. The Board also considered the quality of the Sub-Adviser’s compliance program and Code of Ethics.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Funds by the Adviser and Sub-Adviser, as applicable.

 

Historical Performance 

The Board then considered the past performance of the Funds over various time periods ending December 31, 2021. The Board also considered each Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent thrid party.

 

With respect to GERM, HACK and IPAY, which are index-based ETFs, the Board additionally reviewed information regarding each Fund’s performance as compared to its respective underlying index for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant for the index-based Funds than it is for actively managed funds, given the Funds’ index-based investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of the Funds by focusing on the extent to which each Fund tracked its underlying index. The Board reviewed information regarding each Fund’s index tracking, discussing, as applicable, factors which contributed to each Fund’s tracking error. The Board noted that the Funds had underperformed their underlying indexes over certain periods, but that such underperformance was, at least in part, a result of costs incurred by the Funds not incurred by their underlying indexes. The Board considered other factors that contributed to the Funds’ tracking error, including cash drag and the process of rebalancing the Funds’ portfolios. The Board noted management’s representations that the Funds’ performance in tracking their underlying indexes was within the range of expectations. The Board concluded that, after taking these factors into account, each of the Funds satisfactorily tracked its underlying index. 

60 

 

ETFMG Prime Cyber Security ETF

ETFMG Prime Mobile Payments ETF

ETFMG Sit Ultra Short ETF

ETFMG Treatments, Testing and Advancements ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS 

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

With respect to VALT, the Board considered management’s discussion of VALT’s performance, noting the effect of adverse credit market developments at the beginning of the COVID-19 pandemic on the Fund’s performance.

 

The Board further noted that it had received and would continue to receive regular reports regarding each Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale 

The Board reviewed the advisory fees for the Funds and compared them to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party. Among other information, the Board noted that the advisory fee for each of GERM, IPAY and VALT was higher than the average of median expense ratios for its peer group and that the advisory fee for HACK was slightly higher than the average and higher than the median expense ratios for its peer group. The Board took into consideration management’s discussion of the fees, including that the Funds have niche investment strategies that are substantially different than the strategies of many of the peer funds and, therefore, the information provided about the comparable ETFs may not provide meaningful direct comparisons to the Funds.

 

The Board noted the importance of the fact that the advisory fee for each Fund is a “unified fee,” meaning that the shareholders of the Funds pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Funds’ other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for each of the Funds is reasonable in light of the factors considered.

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Funds, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information on a fund by fund basis and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to, or received from, partners involved with certain of the Funds. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to each Fund was not excessive in view of the nature, extent and quality of services provided to each Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Funds. 

61 

 

ETFMG Prime Cyber Security ETF

ETFMG Prime Mobile Payments ETF

ETFMG Sit Ultra Short ETF

ETFMG Treatments, Testing and Advancements ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

In addition, the Board considered whether economies of scale may be realized for the Funds. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Funds grow in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Funds and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Funds. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Funds were necessary.

 

The Board also reviewed the sub-advisory fee paid to the Sub -Adviser for its services to VALT under the Sub-Advisory Agreement. The Board considered this fee in light of the services the Sub-Adviser provides as investment sub-adviser to VALT. The Board determined that the fee reflected an appropriate allocation of the advisory fee paid to the Adviser and Sub-Adviser given the work performed by each firm. The Board concluded that the proposed sub-advisory fee was reasonable in light of the services rendered.

 

The Board also considered that the sub-advisory fee paid to the Sub-Adviser is paid out of the Adviser’s unified fee and represents an arm’s-length negotiation between the Adviser and the Sub-Adviser. For these reasons, the Trustees determined that the profitability to the Sub-Adviser from its relationship with VALT was not a material factor in their deliberations with respect to consideration of approval of the Sub-Advisory Agreement. The Board considered that, because the sub -advisory fee was paid by the Adviser out of its unified fee, any economies of scale would not benefit shareholders and, thus, were not relevant for the consideration of the approval of the sub-advisory fee.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreements are fair and reasonable; (b) concluded that the Adviser’s and Sub-Adviser’s fee is reasonable in light of the services that the Adviser and Sub-Adviser each provide to the Funds, as applicable; and (c) approved the renewal of the Agreements for another year. 

62 

 

ETFMG™ ETFs

 

EXPENSE EXAMPLES 

Period Ended March 31, 2022 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name   Beginning Account Value October 1, 2021     Ending Account Value March 31, 2022     Expenses Paid During the Period^     Annualized Expense Ratio During the Period October 1, 2021 to March 31, 2022  
ETFMG Prime Cyber Security ETF                              
Actual   1,000.00       962.90       2.94       0.60 %
Hypothetical (5% annual)   1,000.00       1,021.94       3.02       0.60 %
ETFMG Prime Mobile Payments ETF                              
Actual   1,000.00       770.50       3.31       0.75 %
Hypothetical (5% annual)   1,000.00       1,021.19       3.78       0.75 %
ETFMG Sit Ultra Short ETF                              
Actual   1,000.00       988.20       1.49       0.30 %
Hypothetical (5% annual)   1,000.00       1,023.44       1.51       0.30 %
ETFMG Treatments, Testing and Advancements ETF                              
Actual   1,000.00       667.60       2.83       0.68 %
Hypothetical (5% annual)   1,000.00       1,021.54       3.43       0.68 %

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the one-half year period). 

63 

 

ETFMG™ ETFs

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM 

March 31, 2022 (Unaudited)

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of ETFMG Treatments, Testing and Advancements ETF, ETFMG Prime Cyber Security ETF, ETFMG Prime Mobile Payments ETF and ETFMG Sit Ultra Short ETF (each a “Fund” and, collectively, the “Funds”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews each Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that a Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in that Fund. This risk is managed by monitoring the degree of liquidity of each Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of each Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting any Fund were noted in the report and it was represented that, as of December 31, 2021, each Fund was primarily highly liquid and, during the Reporting Period, each Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure each Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to your Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject. 

64 

 

ETFMG™ ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers      
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A. Flanagan, (1946) Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A. Tanczos (1978) Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.
65 

 

ETFMG™ ETFs

 

Board of Trustees (Continued)

 

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Terry Loebs (1963) Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None
66 

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name Qualified Dividend Income
   
ETFMG Prime Cyber Security ETF 100.00%
ETFMG Prime Mobile Payments ETF 0.00%
ETFMG Sit Ultra Short ETF 0.00%
ETFMG Treatments, Testing and Advancements 40.33%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name Dividends Received Deduction
   
ETFMG Prime Cyber Security ETF 100.00%
ETFMG Prime Mobile Payments ETF 0.00%
ETFMG Sit Ultra Short ETF 0.00%
ETFMG Treatments, Testing and Advancements 27.46%

 

Short Term Capital Gain 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name Short-Term Capital Gain
   
ETFMG Prime Cyber Security ETF 0.00%
ETFMG Prime Mobile Payments ETF 0.00%
ETFMG Sit Ultra Short ETF 0.00%
ETFMG Treatments, Testing and Advancements 0.00%
67 

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF -MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing. 

68 

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor 

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services 615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall 

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC 

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ETFMG Real Estate Tech ETF

HHH

 

 

 

 

 

Semi-Annual Report

 

March 31, 2022

(Unaudited)

 

 

 

 

 

 

 

 

 

(GRAPHIC) 

 

The funds are series of ETF Managers Trust.

 

 

ETFMG Real Estate Tech ETF

 

TABLE OF CONTENTS

March 31, 2022 (Unaudited)

 

 

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment 3
   
Top 10 Holdings 4
   
Important Disclosures and Key Risk Factors 5
   
Portfolio Allocations 6
   
Schedule of Investments 7
   
Statement of Assets and Liabilities 10
   
Statement of Operations 11
   
Statement of Changes in Net Assets 12
   
Financial Highlights 13
   
Notes to the Financial Statements 14
   
Approval of Advisory Agreement and Board Considerations 21
   
Expense Example 23
   
Statement Regarding Liquidity Risk Management Program 24
   
Supplementary Information 25
   
Information About Portfolio Holdings 25
   
Information About Proxy Voting 25
   
Trustees and Officers Table 26
 

ETFMG Real Estate Tech ETF

 

Dear Shareholder,

 

The ETFMG Real Estate Tech ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Real Estate Technology Index (the “Index”). The following information pertains to the fiscal period from the inception of the Fund on October 19, 2021 to March 31, 2022.

 

Over the period, the total return for the Fund was -34.91%, while the total return for the Index was -34.75%. The best performers in the Fund, on the basis of contribution to return were Tricon Residential Inc, Pexa Group Ltd, Gatechnologies Co Ltd, Airbnb Inc-Class A and Lifull Co Ltd, while the worst performers were Opendoor Technologies Inc, Ke Holdings Inc-Adr, Ming Yuan Cloud Group Holdin, Exp World Holdings Inc and Zillow Group Inc – A

 

At the end of the reporting period, the Fund saw an average approximate allocation of 36.57% to Real Estate, 20.44% to Communication Services and 15.56% to Financials. The portfolio securities of the Fund were exposed predominately to the United States at 62.4% , 9.12% to Australia and 6.45% to Germany.

 

We thank you for your interest in the Fund. You can find further details about HHH by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

(GRAPHIC) 

 

Samuel Masucci III

Chairman of the Board

 

2 

ETFMG Real Estate Tech ETF

Growth of $10,000 (Unaudited)

 

(GRAPHIC) 

 

Average Cumulative Returns
Period Ended March 31, 2022
  Since
Inception
(10/19/2021)
    Value of
$10,000
(3/31/2022)
 
ETFMG Real Estate Tech ETF (NAV)     -34.91 %   $ 6,509  
ETFMG Real Estate Tech ETF (Market)     -34.38 %   $ 6,562  
S&P 500 Index     0.89 %   $ 10,089  
Prime Real Estate Technology Index GTR     -34.75 %   $ 6,525  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more of less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on October 19, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

3 

ETFMG Real Estate Tech ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)* 

    Security % of Total
Investments
1   CoStar Group, Inc. 5.81%
2   Airbnb, Inc. - Class A 5.78%
3   REA Group,  Ltd. 5.16%
4   Black Knight, Inc. 4.94%
5   Rightmove PLC 4.70%
6   Zillow Group, Inc. - Class A 4.61%
7   WeWork, Inc. - Class A 4.54%
8   Opendoor Technologies, Inc. 4.53%
9   Tricon Residential, Inc. 4.23%
10   Rocket Cos., Inc. - Class A 4.06%
    Top Ten Holdings = 48.36% of Total Investments  
    * Current Fund holdings may not be indicative of future Fund holdings.

 

4 

ETFMG Real Estate Tech ETF

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

HHH

 

The Fund is non diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large capitalization companies. Technology companies may have limited product lines, markets, financial resources or personnel. The products of technology companies may face obsolescence due to rapid technological developments and frequent new product introduction, and such companies may face unpredictable changes in growth rates, competition for the services of qualified personnel and competition from foreign competitors with lower production costs. Companies in the technology sector are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies.

 

The Fund is a recently organized investment company with limited operating history. As a result, prospective investors have a limited track record or history on which to base their investment decision. There can be no assurance that the Fund will grow to or maintain an economically viable size.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

The equity securities held in the Fund’s portfolio may experience sudden, unpredictable drops in value or long periods of decline in value. This may occur because of factors that affect securities markets generally or factors affecting specific issuers, industries, or sectors in which the Fund invests such as political, market and economic developments, as well as events that impact specific issuers.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

5 

ETFMG Real Estate Tech ETF

 

PORTFOLIO ALLOCATIONS

As of March 31, 2022 (Unaudited)

 

 

 


  ETFMG Real
Estate Tech
ETF
 
As a percent of Net Assets:        
Australia     9.1 %
Canada     6.3  
Cayman Islands     6.3  
Germany     6.5  
Italy     1.4  
Japan     1.1  
Sweden     1.4  
United Kingdom     4.7  
United States     62.4  
Short-Term and other Net Assets (Liabilities)     0.8  
      100.0 %

 

6 

ETFMG Real Estate Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited)

 

 

 

    Shares     Value  
             
COMMON STOCKS - 99.2%                
Australia - 9.1%                
Interactive Media & Services - 6.9%                
Domain Holdings Australia, Ltd.     9,192     $ 27,582  
REA Group, Ltd.     829       84,038  
Total Interactive Media & Services             111,620  
Real Estate Management & Development - 2.2% (c)                
PEXA Group, Ltd. (a)     2,781       36,772  
Total Australia             148,392  
                 
Canada - 6.3%                
Real Estate Management & Development - 6.3% (c)                
Altus Group, Ltd.     715       28,883  
Real Matters, Inc. (a)     1,249       5,315  
Tricon Residential, Inc.     4,331       68,837  
Total Real Estate Management & Development             103,035  
                 
Cayman Islands - 6.3%                
Real Estate Management & Development - 3.7% (c)                
KE Holdings, Inc. - ADR (a)     4,804       59,425  
Software - 2.6%                
Ming Yuan Cloud Group Holdings, Ltd.     31,070       42,758  
Total Cayman Islands             102,183  
                 
Germany - 6.5%                
Diversified Financial Services - 2.5%                
Hypoport SE (a)     104       39,623  
Interactive Media & Services - 4.0%                
Scout24 SE (d)     1,133       65,176  
Total Germany             104,799  
                 
Italy - 1.4%                
Consumer Finance - 1.4%                
Gruppo MutuiOnline SPA     639       22,903  
                 
Japan - 1.1%                
Interactive Media & Services - 0.7%                
GA Technologies Co., Ltd. (a)     571       6,332  
LIFULL Co., Ltd.     2,121       4,303  
Total Interactive Media & Services             10,635  
Real Estate Management & Development - 0.4% (c)                
SRE Holdings Corp. (a)     246       6,860  
Total Japan             17,495  
                 
Sweden - 1.4%                
Interactive Media & Services - 1.4%                
Hemnet Group AB     1,540       23,274  

 

The accompanying notes are an integral part of these financial statements.

 

7 

ETFMG Real Estate Tech ETF

 

Schedule of Investments
March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
United Kingdom - 4.7%                
Interactive Media & Services - 4.7%                
Rightmove PLC     9,211     $ 76,569  
                 
United States - 62.4%                
Electronic Equipment, Instruments & Components - 1.0%                
SmartRent, Inc. (a)     3,080       15,585  
Hotels, Restaurants & Leisure - 5.8%                
Airbnb, Inc. - Class A (a)     548       94,124  
Insurance - 2.7%                
Hippo Holdings, Inc. (a)     8,939       17,789  
Lemonade, Inc. (a)     980       25,843  
Total Insurance             43,632  
Interactive Media & Services - 2.8%                
Angi, Inc. (a)     7,969       45,184  
Internet & Direct Marketing Retail - 0.6%                
Porch Group, Inc. (a)     1,556       10,806  
Professional Services - 5.8%                
CoStar Group, Inc. (a)     1,419       94,520  
Real Estate Management & Development - 23.9% (c)                
Compass, Inc. - Class A (a)     6,704       52,693  
Doma Holdings, Inc. (a)     5,137       11,147  
eXp World Holdings, Inc.     2,363       50,025  
Fathom Holdings, Inc. (a)     257       2,750  
Offerpad Solutions, Inc. (a)     3,796       19,094  
Opendoor Technologies, Inc. (a)     8,518       73,681  
Redfin Corp. (a)     1,690       30,488  
WeWork, Inc. - Class A (a)     10,835       73,895  
Zillow Group, Inc. - Class A (a)     1,557       75,094  
Total Real Estate Management & Development             388,867  
Software - 10.8%                
Appfolio, Inc. - Class A (a)     553       62,605  
Black Knight, Inc. (a)     1,387       80,432  
Matterport, Inc. (a)     4,022       32,659  
Total Software             175,696  
Thrifts & Mortgage Finance - 9.0%                
loanDepot, Inc. - Class A     4,910       20,377  
Radian Group, Inc.     2,732       60,678  
Rocket Cos., Inc. - Class A     5,949       66,153  
Total Thrifts & Mortgage Finance             147,208  
Total United States             1,015,622  
TOTAL COMMON STOCKS (Cost $2,448,293)             1,614,272  

 

The accompanying notes are an integral part of these financial statements.

 

8 

ETFMG Real Estate Tech ETF

 

Schedule of Investments
March 31, 2022 (Unaudited) (Continued)

 

 

 


  Shares     Value  
SHORT-TERM INVESTMENTS - 0.8%            
Money Market Funds - 0.8%                
First American Government Obligations Fund - Class X, 0.18% (b)     13,625     $ 13,625  
TOTAL SHORT-TERM INVESTMENTS (Cost $13,625)             13,625  
                 
Total Investments (Cost $2,461,918) - 100.0%             1,627,897  
Liabilities in Excess of Other Assets - (0.0)% (e)             (746 )
TOTAL NET ASSETS - 100.0%           $ 1,627,151  

 

Percentages are stated as a percent of net assets.

 


ADR American Depositary Receipt

PLC Public Limited Company

(a) Non-income producing security.

(b) The rate shown is the annualized seven-day yield at March 31, 2022.

(c) As of March 31, 2022, the Fund had a significant portion of its assets invested in the Real Estate Management & Development industry.

(d) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. This security may be resold in transactions exempt from registration to qualified insitutional investors. At March 31, 2022, the market value of these securities total $65,176, which represents 4.0% of total net assets.

(e) Less than 0.05%

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

9 

ETFMG Real Estate Tech ETF

 

STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2022 (Unaudited)

 

 

 

    ETFMG Real
Estate Tech
ETF
 
ASSETS      
Investments in securities, at value*   $ 1,627,897  
Receivables:        
Dividends and interest receivable     288  
Total Assets     1,628,185  
         
LIABILITIES        
Payables:        
Management fees payable     1,034  
Total Liabilities     1,034  
Net Assets   $ 1,627,151  
         
NET ASSETS CONSIST OF:        
Paid-in capital   $ 2,500,000  
Total distributable earnings (accumulated losses)     (872,849 )
Net Assets   $ 1,627,151  
         
*Identified Cost:        
Investments in securities   $ 2,461,918  
         
Shares Outstanding^     100,000  
Net Asset Value, Offering and Redemption Price per Share   $ 16.27  

 


^ No par value, unlimited number of shares authorized

 

The accompanying notes are an integral part of these financial statements.

  

10 

ETFMG Real Estate Tech ETF

 

STATEMENT OF OPERATIONS
For the Period Ended March 31, 2022 (Unaudited)1

 

 

 

    ETFMG Real
Estate Tech
ETF
 
INVESTMENT INCOME      
Income:      
Dividends from unaffiliated securities (net of foreign witholding tax of $96)   $ 9,545  
Interest     2  
Total Investment Income     9,547  
         
Expenses:        
Management fees     6,770  
Total Expenses     6,770  
Net Investment Income     2,777  
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Unaffiliated investments     (41,529 )
Foreign Currency     (76 )
Net Realized Loss on Investments and In-Kind Redemptions     (41,605 )
         
Net Change in Unrealized Appreciation/Depreciation of:        
Unaffiliated investments     (834,021 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (834,021 )
Net Realized and Unrealized Loss on Investments     (875,626 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (872,849 )

 


1 The Fund commenced operations on October 19, 2021.

 

The accompanying notes are an integral part of these financial statements.

 

11 

ETFMG Real Estate Tech ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

 

    Period Ended
March 31,
2022
(Unaudited)1
 
OPERATIONS      
Net investment income   $ 2,777  
Net realized loss on investments and In-Kind Redemptions     (41,605 )
Net change in unrealized appreciation/depreciation of investments     (834,021 )
Net decrease in net assets resulting from operations     (872,849 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase in net assets derived from net change in outstanding shares     2,500,000  
Net increase in net assets     1,627,151  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 1,627,151  

 

Summary of share transactions is as follows:

 

      Period Ended
March 31, 2022
(Unaudited)1
 
      Shares     Amount  
Shares Sold       100,000     $ 2,500,000  
Shares Redeemed              
Net Transactions in Fund Shares       100,000     $ 2,500,000  
                   
Beginning Shares                
Ending Shares       100,000          

 


1 The Fund commenced operations on October 19, 2021.

 

The accompanying notes are an integral part of these financial statements.

  

12 

ETFMG Real Estate Tech ETF

 

FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

 

 

 

    Period Ended
March 31,
2022
(Unaudited)1
 
         
Net Asset Value, Beginning of Period   $ 25.00  
Income (Loss) from Investment Operations:        
Net Investment Income2     0.03  
Net realized and unrealized loss on investments     (8.76 )
Total from investment operations     (8.73 )
Net asset value, end of period   $ 16.27  
Total Return     -34.91 %
         
Ratios/Supplemental Data:        
Net assets at end of period (000’s)   $ 1,627  
Expenses to Average Net Assets     0.75 %4
Net Investment Income (Loss) to Average Net Assets     0.31 %4
Portfolio Turnover Rate     12 %3

 

1 The Fund commenced operations on October 19, 2021.
2 Calculated based on average shares outstanding during the period.
3 Not annualized.
4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

13 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited)

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Real Estate Tech ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Real Estate Technology Index – U.S. (“the Index”). The Fund commenced operations on October 19, 2021.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 25,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC.

 

14 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited) (Continued)

 

 

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the Fund did not hold any fair valued securities.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

15 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited) (Continued)

 

 

 

The following table presents a summary of the inputs used to value the Fund’s net assets as of March 31, 2022:

 

ETFMG Real Estate Tech ETF

 

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 1,614,272     $     $     $ 1,614,272  
Short-Term Investments     13,625                   13,625  
Total Investments in Securities   $ 1,627,897     $     $     $ 1,627,897  

 

^ See Schedule of Investments for classifications by sector or country.

 


B. Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

16 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited) (Continued)

 

 

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid by the Fund on a quarterly basis. Distributions to shareholders from net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 


G. Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding by the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the ETFMG Real Estate Tech ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Fund is not actively managed. Therefore, the Fund follows the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Fund does not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Fund’s expenses, the Fund’s performance may be below that of its index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

17 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited) (Continued)

 

 

 

Concentration Risk. To the extent that the Fund’s or its underlying index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

NOTE 4 – MANAGEMENT AND CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.

 

Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non -distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.75% of the Fund’s average daily net assets. Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

18 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited) (Continued)

 

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two entities.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2022, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2022:

 

    Purchases     Sales  
ETFMG Real Estate Tech ETF   $ 245,882     $ 267,652  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
ETFMG Real Estate Tech ETF   $ 2,511,593     $  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2022.

 

NOTE 7 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

19 

ETFMG Real Estate Tech ETF

 

NOTES TO FINANCIAL STATEMENTS
March 31, 2022 (Unaudited) (Continued)

 

 

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C -152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

NOTE 8 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements.

 

With respect to Note 7 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

 

20 

ETFMG Real Estate Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on August 24, 2021, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Amended and Restated Investment Advisory Agreement (the “Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of ETFMG Prime Real Estate Tech ETF (the “Fund”).

 

Pursuant to Section 15 of the 1940 Act, the Agreement must be approved by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the Fund shareholders by the Adviser; (ii) comparative fee and expense data for the Fund in relation to other similar investment companies; (iii) the extent to which economies of scale may be realized as the Fund grows and whether the proposed advisory fee for the Fund reflects these expected economies of scale for the benefit of the Fund; and (iv) other financial benefits to the Adviser and its affiliates resulting from services to be rendered to the Fund. The Board’s review included written and oral information about the Adviser and services providers furnished to the Board prior to and at the meeting held on August 24, 2021, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. Representatives of the Adviser discussed the services to be provided to the Fund, the rationale for launching the Fund, the marketing strategy and the Fund’s proposed fees in comparison to the fees of comparable investment companies. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentation and any other information that the Board received at the meeting and deliberated on the approval of the Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the approval of the Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund. The matters discussed were also considered separately by the Independent Trustees in executive session with independent legal counsel, at which no representatives of management were present.

 

Nature, Extent and Quality of Services Provided.

The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser would be providing investment advisory services to the Fund. The Board discussed the responsibilities of the Adviser, including: the investment of the Fund’s assets in accordance with its investment objective and monitoring compliance with various fund policies and procedures and with applicable securities regulations, and arranging for transfer agency, custody, fund administration, and all other non-distribution related services necessary for the Fund to operate. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the quality of the Adviser’s compliance infrastructure and risk assessment capabilities; the marketing strategy for the Fund and the determination of the Trust’s Chief Compliance Officer that the Adviser has appropriate compliance policies and procedures in place that are reasonably designed to prevent violations of the Federal Securities laws. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the provision of high-quality services to the Fund, such as the hiring of trading, legal and compliance personnel, and enhancements to technology and related systems. The Board also considered the Adviser’s experience managing ETFs, as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

21 

ETFMG Real Estate Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the Fund by the Adviser.

 

Historical Performance. 

The Board noted that the Fund has not yet commenced operations and that therefore there was no prior performance to review.

 

Cost of Services Provided, Fall-Out Benefits and Economies of Scale. 

The Board reviewed the proposed investment advisory fee for the Fund and compared it to the total operating expenses of other funds in the industry falling within the same style category, or peer group, as the Fund, as determined by the Adviser, using data received from an independent third party. The Board noted that the expense ratio for the Fund was higher than the average and median expense ratio for its peer ETFs. The Board took into consideration management’s discussion of the fees, including that there are limited true peers for the Fund because of its niche strategies and certain differences between the strategies of the Fund and its peer funds.

 

The Board also noted the importance of the fact that the advisory fee for the Fund was a “unified fee,” meaning that the shareholders of the Fund would pay no expenses other than the advisory fee, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, certain proxy solicitation costs and non-standard Board-related expenses and litigation against the Board, Trustees, Fund, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses (the “Excluded Expenses”). The Board also noted that the Adviser would be responsible for compensating the Fund’s other service providers and paying the Fund’s other expenses out of its own fee and resources. The Board further noted that because the Fund is new, it was difficult to estimate the profitability of the Fund to the Adviser. The Board, however, considered collateral or “fall-out” benefits that ETFMG and its affiliates may derive as a result of their relationship with the Fund.

 

The Board noted that because the Fund is new, it also was difficult to estimate whether the Fund would experience economies of scale. The Board noted that the Adviser will review expenses as the Fund’s assets grow. The Board determined to evaluate economies of scale on an ongoing basis if the Fund achieved asset growth.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision. Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser will provide to the Fund; and (c) approved the Agreement for an initial term of two years.

 

22 

ETFMG TM ETFs

 

Expense Example
Period Ended March 31, 2022 (Unaudited)

 

 

 

As a shareholder of ETFMG Real Estate Tech ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 19, 2021 to March 31, 2022), except as noted in footnotes below.

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher

 

ETFMG Real Estate Tech ETF

 

    Beginning
Account
Value
October 1,
2021
    Ending
Account
Value
March 31,
2022
    Expenses
Paid
During the
Period^
    Annualized
Expense
Ratio
During
Period
 
Actual   $ 1,000.00     $ 650.90     $ 2.78 (1)     0.75 %
Hypothetical (5% annual)   $ 1,000.00     $ 1,021.19     $ 3.78 (2)     0.75 %

 


(^) Fund commenced operations on October 19, 2021.

(1) Actual expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by the number of days in the most recent inception period, 164 days, and divided by the number of days in the most recent twelve-month period, 365 days.

(2) Hypothetical expenses are calculated using the Fund’s annualized expense ratio multiplied by the average account value during the period, multiplied by the number of days in the most recent six-month period, 182 days, and divided by the number of days in the most recent twelve-month period, 365 days. For comparative purposes only as the Fund was not in operation for the full six-month period.

 

23 

ETFMG Real Estate Tech ETF

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM
March 31, 2022 (Unaudited)

 

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of the ETFMG Prime Real Estate Tech ETF (the “Fund”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews the Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that the Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in the Fund. This risk is managed by monitoring the degree of liquidity of the Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of the Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting the Fund were noted in the report and it was represented that, as of December 31, 2021, the Fund was primarily highly liquid and, during the Reporting Period, the Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure the Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

 

24 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION
March 31, 2022 (Unaudited)

 

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.etfmgfunds.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on the Fund’s website at www.etfmgfunds.com daily.

 

NOTE 3 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.etfmgfunds.com.

 

Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF -MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

25 

ETFMG TM ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year
of Birth
Position(s)
Held with the
Trust, Term
of Office and
Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios
in Fund
Complex
Overseen
By Trustee
Other
Directorships
Held by
Trustee
During Past 5
Years
Interested Trustee and Officers
Samuel Masucci,
III (1962)
Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A.
Flanagan, (1946)
Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A.
Tanczos (1978)
Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J.
Bromberg (1973)
Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.
26 

ETFMG TM ETFs

 

Board of Trustees (Continued)

 

 

Name and Year
of Birth
Position(s)
Held with the
Trust, Term
of Office and
Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios
in Fund
Complex
Overseen
By Trustee
Other
Directorships
Held by
Trustee
During Past 5
Years
Independent Trustees
Terry Loebs
(1963)
Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel
(1960)
Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None
27 

Advisor
ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor
ETFMG Financial LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent
U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services
615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent
U.S. Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006

 

 

 

ETFMG Alternative Harvest ETF 

MJ

 

ETFMG U.S. Alternative Harvest ETF 

MJUS

 

ETFMG 2x Daily Alternative Harvest ETF 

MJXL

 

ETFMG 2x Daily Inverse Alternative 

Harvest ETF

MJIN

 

Semi-Annual Report

 

March 31, 2022 

(Unaudited)

 

 

 

 

 

The funds are series of ETF Managers Trust.

 

ETFMG TM ETFs

 

TABLE OF CONTENTS

March 31, 2022 (Unaudited)

 

 

  Page
Shareholders’ Letter 2
Growth of $10,000 Investment 6
Top Ten Holdings 7
Important Disclosures and Key Risk Factors 12
Portfolio Allocations 16
Schedule of Investments and Total Return Swaps 17
Statements of Assets and Liabilities 26
Statements of Operations 27
Statements of Changes in Net Assets 28
Financial Highlights 32
Notes to the Financial Statements 36
Approval of Advisory Agreements and Board Considerations 51
Expense Example 56
Statement Regarding Liquidity Risk Management Program 58
Supplementary Information 59
Information About Portfolio Holdings 60
Information About Proxy Voting 60
Trustees and Officers Table 61
 

ETFMG TM ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in our ETFs. The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

Performance Overview

 

During the 6-month period ended March 31, 2022, the S&P 500 Index, a broad measure of US companies, returned 5.91%. Below is a performance overview for each Fund for the same 6-month period.

 

ETFMG Alternative Harvest ETF (MJ) Performance Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022. MJ seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Alternative Harvest Index (the “Index”). Over the period, the total return for MJ was -27.64%, while the total return for the Index was -27.64%. The best performers, on the basis of contribution to return, were Arena Pharmaceuticals Inc, Vector Group Ltd, British American Tobacco Plc, Jazz Pharmaceuticals Plc and Wm Technology Inc, while the worst performers Canopy Growth Corp, Growgeneration Corp, Aurora Cannabis Inc, Hexo Corp and Tilray Brands Inc.

 

During the reporting period, MJ saw an average approximate allocation of 60.5% to Health Care, 21.85% to Consumer Staples and 5.96% to Consumer Discretionary. The portfolio securities of MJ were exposed predominately to Canada at 53.37%, 34.91% to the United States and 4.6% to United Kingdom.

 

ETFMG U.S. Alternative Harvest ETF (MJUS) Performance Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022. MJUS seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime U.S. Alternative Harvest Index (the “U.S. Index”).

 

Over the period, the total return for MJUS was -36.10%, while the total return the for the U.S. Index was -34.54%. The best performers in MJUS, on the basis of contribution to return, were Medicine Man Technologies In, Riv Capital Inc, Harvest Health & Recreation and Cansortium Inc and Ceres Acquisition Corp - A, while the worst performers were Curaleaf Holdings Inc, Hydrofarm Holdings Group Inc, Growgeneration Corp, Green Thumb Industries Inc and Cresco Labs Inc-Subordinate.

 

During the reporting period, MJUS saw an allocation of 66.01% to Health Care, 12.87% to Real Estate and 5.92% to Industrials

 

The portfolio securities of MJUS were primarily exposed to the United States at 82.95% and Canada at 18.03%.

 

ETFMG 2x Daily Alternative Harvest ETF (MJXL); and 

ETFMG 2X Daily Inverse Alternative Harvest ETF (MJIN)

 

Operational Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022. MJXL and MJIN (collectively, the “Funds”) are leveraged and seek daily investment results, before fees and expenses, of 200%, with respect to MJXL or -200% with respect to MJIN, of the performance of the Index. The Funds, as stated above, seek daily investment results. Neither of the Funds seek to track a multiple of the Index for periods of longer than one day and the performance of the Funds, over longer periods, may not correlate to the Index performance. The Funds should not be held by investors for long periods and should be used as short-term trading vehicles. These products are not suitable for all investors and should be utilized only by sophisticated investors who understand the risks associated with the use of leverage, the consequences of seeking daily leveraged investment results and intend to actively monitor and manage their investments.

2

ETFMG TM ETFs

 

MJXL attempts to provide investment results that correlate to 200% of the return of the Index, meaning MJXL attempts to move in the same direction as the Index. MJIN attempts to provide investment results that correlate to -200% of the return of the Index, meaning that MJIN attempts to move in the opposite, or inverse, direction of the Index.

 

In seeking to achieve the Funds’ daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning the Funds’ investments in accordance with its daily investment objective. Using this approach, the Adviser determines the type, quantity and mix of investment positions that it believes in combination should produce daily returns consistent with the Funds’ objectives. As a consequence, if the Funds are performing as designed, the return of the Index will dictate the return for the Funds. Each MJIN and MJXL pursues its investment objective regardless of market conditions and does not take defensive positions. Each MJIN and MJXL has a clearly articulated goal which requires it to seek economic exposure significantly in excess of its net assets. To meet its objectives, each of the Funds invests in some combination of financial instruments, including significant investment in derivatives primarily comprised of swap agreements. The Adviser uses these types of investments to produce economically “leveraged” investment results. Leveraging allows the Adviser to generate a greater positive or negative return than what would be generated on the invested capital without leverage, thus changing small market movements into larger changes in the value of the investments of the Funds.

 

The Funds use of certain investment techniques, including investments in derivatives, may be considered aggressive. Investments in derivatives in general, are subject to market risks that may cause their prices to fluctuate dramatically over time. Additionally, use of such instruments will most likely increase the volatility of the Funds. The use of derivatives may expose the Funds to additional risks that they would not be subject to if they invested directly in the securities underlying those derivatives, such as counterparty risk. The use of derivatives may also result in larger losses or smaller gains than otherwise would be the case.

 

Because each of the Funds seek daily investment results of the Index, a comparison of the return of the Funds to the Index does not provide an indication of whether either or the Funds met its respective investment objective. To determine if each of the Funds met its daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of each of the Funds as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing. Factors Affecting Performance of the Funds:

 

Leverage – Each of the Funds seeks daily investment results (before fees and expenses) of 200% or - 200% of the performance of the Index. The use of leverage magnifies the Funds’ gains or losses and increases the investment’s risk and volatility.

 

Index Performance – The daily performance of Index, and the factors and market conditions implicitly affecting the Index, are the primary factors driving each of the Funds’ performance. Given the daily goals, the daily

 

Index returns are most important. The market conditions that affected the Index during the past year are described in the Performance Overview section.

 

Volatility and Compounding – The goal of the Funds is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, neither of the Funds should be expected to provide the multiple of the return of the underlying index. Due to the effects of compounding, a universal mathematical concept that applies to all investments, returns of the Funds over longer periods are greater or less than its daily stated goal. Periods of high volatility that lack a clear trend hurt the Funds’ performance while trending, low volatility markets enhance the Funds’ performance.

3

ETFMG TM ETFs

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, each of the Funds receives OBFR plus or minus a spread as applied to the borrowed portion of the Funds’ exposure. The spread varies between each of the Funds and counterparty and is a function of market demand, hedging costs, access to balance sheet, borrow volatility, current counterparty exposure and administrative costs associated with the swap counterparty. An increase in interest rates which effects the cost of financing will further impact the performance of each of the Funds and its ability to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in each of the Funds’ prospectus and may be higher than many traditional index funds’ fees, which cause a greater negative impact on performance. Transactions costs are not included in the expense ratio of the Funds. Transaction costs can be higher due to the use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

 

Swap Agreements:

 

During the reporting period, the Funds invested in swap agreements in order to gain the desired exposure to the Index. These derivatives generally tracked the performance of MJ and the Funds were generally negatively impacted from financing rates associated with their use. The Funds entered into swap agreements with counterparties that the Adviser determined to be significant global financial institutions.

 

If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Funds may decline. The Funds have sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Funds, marked to market daily, in an amount approximately equal to the amount the counterparty owed each of the Funds, subject to certain minimum thresholds.

 

Performance Review

 

The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

ETFMG 2X Daily Alternative Harvest ETF (MJXL)

 

MJXL seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period. Over the reporting period, the Index had a total return of -27.64% and a volatility of 45.2%. Given the daily investment objectives of MJXL and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of MJXL performance for the same period. MJXL returned -53.04% for the reporting period and had a volatility of 91.2%. For the reporting period MJXL had an average daily volume of 11,875 shares and an average daily statistical correlation of 99.4% to the return of the Index.

 

ETFMG 2X Daily Inverse Alternative Harvest ETF (MJIN) Performance Review

 

The following information pertains to the fiscal period from the inception of MJIN on October 5, 2021, to March 31, 2022. MJIN seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period. Over the reporting period applicable to MJIN, the Index had a total return of -26.67 % and a volatility of 45.9%. Given the daily investment objectives of MJIN and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of MJIN performance for the same period. MJIN returned 20.49% for the reporting period and had a volatility of 93.9%. For the reporting period MJIN had an average daily volume of 3,477 shares and an average daily statistical correlation of -99.4% to the return of the Index.

4

ETFMG TM ETFs

 

We thank you for your interest in our ETFs. You can find further details about MJ, MJUS, MJXL and MJIN by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

 

Samuel Masucci III 

Chairman of the Board

5

ETFMG Alternative Harvest ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns
Period Ended March 31, 2022

 

1 Year

Return

   

5 Year

Return

   

Since

Inception

(12/03/15)

   

Value of

$10,000

(3/31/2022)

ETFMG Alternative Harvest ETF (NAV)     -53.98 %     -15.69 %     -8.42 %   $ 5,734
ETFMG Alternative Harvest ETF(Market)     -54.11 %     -15.73 %     -8.94 %   $ 5,530
S&P 500 Index     15.65 %     15.99 %     15.51 %   $ 24,897
Prime Alternative Harvest Index*     -54.12 %     -16.49 %     -8.94 %   $ 5,531

 

* On December 26, 2017, the Fund’s investment objective and principal investment strategy were substantially revised; therefore, the performance and average annual total returns shown for periods prior to December 26, 2017 is likely to have differed had the Fund’s current investment strategy been in effect during those periods. The Fund’s prior investment objective sought to provide investment results that corresponded to the performance of the Solactive Latin America Real Estate Index, which tracked equities with primary listings in the Latin America region that derived most of their income from real estate and real estate services. The Fund began tracking the Prime Alternative Harvest Index on December 26, 2017.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on December 3, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

6

ETFMG Alternative Harvest ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*

 

    Security  

% of Total

Investments

 
1   ETFMG Sit Ultra Short ETF**   7.79%  
2   Tilray Brands, Inc.   6.91%  
3   Canopy Growth Corp.   5.14%  
4   Sundial Growers, Inc. - ADR   5.02%  
5   Cronos Group, Inc.   4.10%  
6   GrowGeneration Corp.   3.96%  
7   Aurora Cannabis, Inc.   3.67%  
8   Organigram Holdings, Inc.   2.94%  
9   WM Technology, Inc.   2.28%  
10   High Tide, Inc.   2.03%  

 

Top Ten Holdings= 43.84% of Total Investments

 

* Current Fund holdings may not be indicative of future Fund holdings. 

** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

7

ETFMG U.S. Alternative Harvest ETF

Growth of $10,000 (Unaudited)

 


 

 

Average Cumulative Returns 

Period Ended March 31, 2022

 

Since 

Inception 

(5/12/2021)

   

Value of 

$10,000 

(3/31/2022)

ETFMG U.S. Alternative Harvest ETF (NAV)     -50.68 %   $ 4,932
ETFMG U.S. Alternative Harvest ETF (Market)     -50.70 %   $ 4,930
S&P 500 Index     12.92 %   $ 11,292
Prime US Alternative Harvest Index NTR     -48.57 %   $ 5,143

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844 -ETF-MGRS (1-844-383 -6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on May 12, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

8

ETFMG U.S. Alternative Harvest ETF

 

 

Top Holdings as of March 31, 2022 (Unaudited)*

 

    Security  

% of Total

Investments

 
1   Innovative Industrial Properties, Inc.   19.59%  
2   WM Technology, Inc.   10.15%  
3   GrowGeneration Corp.   8.79%  
4   Charlottes Web Holdings, Inc.   7.47%  
5   Hydrofarm Holdings Group, Inc.   7.15%  
6   AFC Gamma, Inc.   6.95%  
7   Power REIT   4.45%  
8   Flora Growth Corp.   4.29%  
9   Agrify Corp.   3.90%  
10   Zynerba Pharmaceuticals, Inc.   2.96%  

 

Top Holdings = 75.70% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings.

9

ETFMG 2x Daily Alternative Harvest ETF 

Growth of $10,000 (Unaudited)

 

 



Average Cumulative Returns 

Period Ended March 31, 2022

 

Since 

Inception 

(7/6/2021)

   

Value of 

$10,000 

(3/31/2022)

ETFMG 2x Daily Alternative Harvest ETF (NAV)     -76.00 %   $ 2,400
ETFMG 2x Daily Alternative Harvest ETF (Market)     -75.40 %   $ 2,460
S&P 500 Index     5.38 %   $ 10,538
Prime Alternative Harvest Index NTR     -47.80 %   $ 5,220

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on July 6, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

10

ETFMG 2x Daily Inverse 

Alternative Harvest ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Cumulative Returns 

Period Ended March 31, 2022

 

Since 

Inception 

(10/5/2021)

   

Value of 

$10,000 

(3/31/2022) 

ETFMG 2x Daily Inverse Alternative Harvest ETF (NAV)     20.49 %   $ 12,041
ETFMG 2x Daily Inverse Alternative Harvest ETF (Market)     20.16 %   $ 12,016
S&P 500 Index     4.97 %   $ 10,497
Prime Alternative Harvest Index NTR     -27.12 %   $ 7,288

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on October 5, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

11

ETFMG TM ETFs

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

MJ

 

The possession and use of marijuana, even for medical purposes, is illegal under federal and certain states’ laws, which may negatively impact the value of the Fund’s investments. Use of marijuana is regulated by both the federal government and state governments, and state and federal laws regarding marijuana often conflict. Even in those states in which the use of marijuana has been legalized, its possession and use remains a violation of federal law. Federal law criminalizing the use of marijuana pre-empts state laws that legalizes its use for medicinal and recreational purposes. Cannabis companies and pharmaceutical companies may never be able to legally produce and sell products in the United States or other national or local jurisdictions.

 

The Fund’s investments will be concentrated in an industry or group of industries to the extent that the Index is so concentrated. In such event, the value of the Fund’s shares may rise and fall more than the value of shares of a fund that invests in securities of companies in a broader range of industries. The consumer staples sector may be affected by the permissibility of using various product components and production methods, marketing campaigns and other factors affecting consumer demand. Tobacco companies, in particular, may be adversely affected by new laws, regulations and litigation. The consumer staples sector may also be adversely affected by changes or trends in commodity prices, which may be influenced or characterized by unpredictable factors.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial is not affiliated with Prime Indexes.

12

ETFMG TM ETFs

 

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

MJUS

 

The possession and use of marijuana, even for medical purposes, is illegal under federal and certain states’ laws, which may negatively impact the value of the Fund’s investments. Use of marijuana is regulated by both the federal government and state governments, and state and federal laws regarding marijuana often conflict. Even in those states in which the use of marijuana has been legalized, its possession and use remains a violation of federal law. Federal law criminalizing the use of marijuana pre-empts state laws that legalizes its use for medicinal and recreational purposes. Cannabis companies and pharmaceutical companies may never be able to legally produce and sell products in the United States or other national or local jurisdictions.

 

The Fund’s investments will be concentrated in an industry or group of industries to the extent that the Index is so concentrated. In such event, the value of the Fund’s shares may rise and fall more than the value of shares of a fund that invests in securities of companies in a broader range of industries. The consumer staples sector may be affected by the permissibility of using various product components and production methods, marketing campaigns and other factors affecting consumer demand. Tobacco companies, in particular, may be adversely affected by new laws, regulations and litigation. The consumer staples sector may also be adversely affected by changes or trends in commodity prices, which may be influenced or characterized by unpredictable factors.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

13

ETFMG TM ETFs

 

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

MJXL and MJIN

 

The possession and use of marijuana, even for medical purposes, is illegal under federal and certain states’ laws, which may negatively impact the value of the Fund’s investments. Use of marijuana is regulated by both the federal government and state governments, and state and federal laws regarding marijuana often conflict. Even in those states in which the use of marijuana has been legalized, its possession and use remains a violation of federal law. Federal law criminalizing the use of marijuana pre-empts state laws that legalizes its use for medicinal and recreational purposes. Cannabis companies and pharmaceutical companies may never be able to legally produce and sell products in the United States or other national or local jurisdictions.

 

The Fund’s investments will be concentrated in an industry or group of industries to the extent that the Index is so concentrated. In such event, the value of the Fund’s shares may rise and fall more than the value of shares of a fund that invests in securities of companies in a broader range of industries. The consumer staples sector may be affected by the permissibility of using various product components and production methods, marketing campaigns and other factors affecting consumer demand. Tobacco companies, in particular, may be adversely affected by new laws, regulations and litigation. The consumer staples sector may also be adversely affected by changes or trends in commodity prices, which may be influenced or characterized by unpredictable factors.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

Investing in an ETFMG 2x Daily Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra-day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

14

ETFMG TM ETFs

 

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

15

ETFMG TM ETFs

 

PORTFOLIO ALLOCATIONS 

As of March 31, 2022 (Unaudited)

 

 

   

ETFMG

Alternative

Harvest ETF

 

ETFMG U.S.

Alternative

Harvest ETF

 

ETFMG 2x 

Daily 

Alternative 

Harvest ETF

 

ETFMG 2x 

Daily Inverse 

Alternative 

Harvest ETF

As a percent of Net Assets:                        
Australia   1.5 %   %   %   %
Canada   45.0     6.3          
Denmark   0.6              
Ireland   2.8              
Israel   1.7              
Sweden   2.5              
United Kingdom   4.6              
United States   40.5     34.3          
Exchange Traded Funds   11.7              
Short-Term and other Net Assets                        
(Liabilities)   (10.9 )   59.4     100.0     100.0  
    100.0 %   100.0 %   100.0 %   100.0 %
16

ETFMG Alternative Harvest ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 99.2%                
Australia - 1.5%                
Pharmaceuticals - 0.0% (d)(g)                
Incannex Healthcare, Ltd. (a)(c)     1,816,890     $ 251,522  
Tobacco - 1.5%                
Incannex Healthcare, Ltd. (a)     27,509,723       11,013,276  
Total Australia             11,264,798  
Canada - 45.0%                
Food Products - 2.8%                
Village Farms International, Inc. (a)(b)     3,784,105       19,980,074  
Pharmaceuticals - 42.2% (g)                
Aurora Cannabis, Inc. (a)(b)     9,979,874       39,919,496  
Auxly Cannabis Group, Inc. (a)(b)     60,203,719       7,945,937  
Canopy Growth Corp. (a)(b)     7,362,266       55,805,976  
Charlottes Web Holdings, Inc. (a)(b)     13,187,118       14,240,379  
Clever Leaves Holdings, Inc. (a)(b)     982,521       2,446,477  
Cronos Group, Inc. (a)(b)     11,461,731       44,586,134  
HEXO Corp. (a)(b)(f)     31,038,928       19,241,031  
High Tide, Inc. (a)(b)     4,850,145       22,075,211  
MediPharm Labs Corp. (a)(b)     17,616,231       2,606,889  
Organigram Holdings, Inc. (a)(b)(f)     19,248,707       31,952,854  
Sundial Growers, Inc. (a)(b)     77,898,736       54,529,115  
Valens Co, Inc. (a)(b)     5,312,211       9,008,429  
Total Pharmaceuticals             304,357,928  
Total Canada             324,338,002  
Denmark - 0.6%                
Tobacco - 0.6%                
Scandinavian Tobacco Group AS     199,257       4,261,263  
Ireland - 2.8%                
Pharmaceuticals - 2.8% (g)                
Jazz Pharmaceuticals PLC (a)     130,573       20,326,299  
Israel - 1.7%                
Pharmaceuticals - 1.7% (g)                
Intercure, Ltd. (a)(b)     1,710,037       12,055,761  
Mexico - 0.0% (d)                
Construction & Engineering - 0.0% (d)                
Empresas ICA SAB de CV (a)(c)     155,893        
Sweden - 2.5%                
Tobacco - 2.5%                
Swedish Match     2,386,641       17,991,695  

 

The accompanying notes are an integral part of these financial statements.

17

ETFMG Alternative Harvest ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 


  Shares     Value  
United Kingdom - 4.6%      
Tobacco - 4.6%                
British American Tobacco PLC     414,447     $ 17,392,031  
Imperial Brands PLC     747,973       15,824,320  
Total Tobacco             33,216,351  
Total United Kingdom             33,216,351  
United States - 40.5%                
Biotechnology - 0.8%                
Corbus Pharmaceuticals Holdings, Inc. (a)(b)(f)     11,380,099       6,048,523  
Chemicals - 2.0%                
Scotts Miracle-Gro Co.     120,004       14,755,692  
Machinery - 3.1%                
Agrify Corp. (a)(b)(f)     1,578,149       7,306,830  
Hydrofarm Holdings Group, Inc. (a)     1,015,183       15,380,022  
Total Machinery             22,686,852  
Paper & Forest Products - 2.3%                
Schweitzer-Mauduit International, Inc.     587,002       16,142,555  
Pharmaceuticals - 11.5% (g)                
Tilray Brands, Inc. (a)(b)     9,661,222       75,067,696  
Zynerba Pharmaceuticals, Inc. (a)(b)(f)     3,649,762       7,482,012  
Total Pharmaceuticals             82,549,708  
Software - 3.4%                
WM Technology, Inc. (a)(b)     3,162,293       24,729,131  
Specialty Retail - 6.0%                
GrowGeneration Corp. (a)(b)(f)     4,672,004       43,029,157  
Tobacco - 11.4%                
22nd Century Group, Inc. (a)(b)(f)     8,861,305       20,558,228  
Altria Group, Inc.     350,301       18,303,227  
Philip Morris International, Inc.     172,448       16,199,765  
Turning Point Brands, Inc.     254,704       8,662,483  
Vector Group, Ltd.     1,561,908       18,805,372  
Total Tobacco             82,529,075  
Total United States             292,470,693  
TOTAL COMMON STOCKS (Cost $1,278,568,143)             715,924,862  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 50.6%                
ETFMG Sit Ultra Short ETF (f)     1,725,000       84,636,435  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (e)     280,761,005       280,761,005  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $366,579,603)             365,397,440  

 

The accompanying notes are an integral part of these financial statements.

18

ETFMG Alternative Harvest ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
             
SHORT-TERM INVESTMENTS - 0.7%                
First American Government Obligations Fund - Class X, 0.18% (e)     5,224,893     $ 5,224,893  
TOTAL SHORT- TERM INVESTMENTS (Cost $5,224,893)             5,224,893  
Total Investments (Cost $1,650,372,639) - 150.5%             1,086,547,195  
Liabilities in Excess of Other Assets - (50.5)%             (364,485,435 )
TOTAL NET ASSETS - 100.0%           $ 722,061,760  

 

Percentages are stated as a percent of net assets.

 

PLC Public Limited Company


(a) Non-income producing security.

(b) This security or a portion of this security was out on loan at March 31, 2022.

(c) Value determined using significant unobservable inputs. The value of these securities totals $251,522, which represents 0.0% of total net assets. Classified as Level 3 in the fair value hierarchy.

(d) Less than 0.05%

(e) The rate shown is the annualized seven-day yield at period end.

(f) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(g) As of March 31, 2022 the Fund had a significant portion of its assets in the Pharmaceutical Industry.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

19

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 40.6%                
Canada - 6.3%                
Personal Products - 2.3%                
Flora Growth Corp. (a)     46,809     $ 91,746  
Pharmaceuticals - 4.0%                
Charlottes Web Holdings, Inc. (a)     147,997       159,817  
Total Canada             251,563  
United States - 34.3%                
Machinery - 6.0%                
Agrify Corp. (a)     18,047       83,558  
Hydrofarm Holdings Group, Inc. (a)     10,096       152,954  
Total Machinery             236,512  
Pharmaceuticals - 1.6%                
Zynerba Pharmaceuticals, Inc. (a)     30,892       63,329  
Real Estate Investment Trusts (REITs) - 16.6%                
AFC Gamma, Inc.     7,785       148,849  
Innovative Industrial Properties, Inc.     2,041       419,222  
Power REIT (a)     2,418       95,245  
Total Real Estate Investment Trusts (REITs)             663,316  
Software - 5.4%                
WM Technology, Inc. (a)     27,778       217,224  
Specialty Retail - 4.7%                
GrowGeneration Corp. (a)     20,435       188,206  
Total United States             1,368,587  
TOTAL COMMON STOCKS (Cost $2,514,310)             1,620,150  
SHORT-TERM INVESTMENTS - 13.0%                
Money Market Funds - 13.0%                
First American Government Obligations Fund - Class X, 0.19% (b)     520,048       520,048  
TOTAL SHORT-TERM INVESTMENTS (Cost $520,048)             520,048  
Total Investments (Cost $3,034,358) - 53.6%             2,140,198  
Other Assets in Excess of Liabilities - 46.4%             1,854,530  
TOTAL NET ASSETS - 100.0%           $ 3,994,728  

 

Percentages are stated as a percent of net assets. 


(a) Non-income producing security.

(b) The rate shown is the seven-day yield at March 31, 2022.

 

The accompanying notes are an integral part of these financial statements.

20

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Total Return Swaps 

March 31, 2022 (Unaudited)

 

 

 

Long Total

Return Equity

Swaps

  Counterparty  

Payment 

Frequency

  Financing Rate   Expiration Date  

Notional 

Amount

   

Unrealized

Appreciation

(Depreciation)

 
AYR Wellness   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022   $ 166,274     $  
Columbia Care   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     151,935        
Cresco Labs   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     188,995        
Curaleaf Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     404,345        
Green Thumb Industries   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     329,452        
Jushi Holdings - Class B   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     133,070        
Marimed   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     150,987        
Medicine Man Technologies   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     67,536        
Planet 13 Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     144,693        
Terrascend   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     165,933        
Trulieve Cannabis   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     284,533        
Verano Holdings - Class A   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     226,543        
                    $ 2,414,297     $  

 

The accompanying notes are an integral part of these financial statements.

21

ETFMG 2x Daily Alternative Harvest ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 43.3%                
Money Market Funds - 43.3%                
First American Government Obligations Fund - Class X, 0.18% (a)     446,277     $ 446,277  
TOTAL SHORT-TERM INVESTMENTS (Cost $446,277)             446,277  
Total Investments (Cost $446,277) - 43.3%             446,277  
Assets in Excess of Other Liabilities - 56.7%             585,214  
TOTAL NET ASSETS - 100.0%           $ 1,031,491  

 

(a) The rate shown is the annualized seven-day yield at period end.

 

The accompanying notes are an integral part of these financial statements.

22

ETFMG 2x Daily Alternative Harvest ETF

 

Schedule of Total Return Swaps 

March 31, 2022 (Unaudited)

 

 

Reference 

Entity

 

Fund 

Pays/Receives 

Reference 

Entity

  Counterparty  

Payment 

Frequency

 

Financing 

Rate

 

Upfront 

Premiums 

Paid/Received

   

Notional 

Amount

   

Unrealized 

Appreciation 

(Depreciation)

 
ETFMG Alternative Harvest ETF   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 0.25%   $     $ 2,022,409     $  

 

The accompanying notes are an integral part of these financial statements.

23

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 51.5%                
Money Market Funds - 51.5%                
First American Government Obligations Fund - Class X, 0.18% (a)     347,771     $ 347,771  
TOTAL SHORT-TERM INVESTMENTS (Cost $347,771)             347,771  
Total Investments (Cost $347,771) - 51.5%             347,771  
Assets in Excess of Other Liabilities - 48.5%             327,469  
TOTAL NET ASSETS - 100.0%           $ 675,240  

 

(a) The rate shown is the annualized seven-day yield at period end.

 

The accompanying notes are an integral part of these financial statements.

24

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

Schedule of Total Return Swaps 

March 31, 2022 (Unaudited)

 

 

Reference

Entity

 

Fund 

Pays/Receives 

Reference 

Entity

  Counterparty  

Payment

Frequency

 

Financing

Rate

 

Upfront 

Premiums 

Paid/Received

   

Notional 

Amount

   

Unrealized 

Appreciation 

(Depreciation)

 
ETFMG Daily Inverse Alternative Harvest ETF Swap   Pays   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index -0.39%   $     $ (1,308,901 )   $  

 

The accompanying notes are an integral part of these financial statements.

25

ETFMG TM ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES 

As of March 31, 2022 (Unaudited)

 

 

   

ETFMG

Alternative

Harvest ETF

   

ETFMG

U.S.

Alternative

Harvest ETF

   

ETFMG 2x

Daily

Alternative

Harvest ETF

   

ETFMG 2x

Daily

Inverse

Alternative

Harvest ETF

 
ASSETS                        
Investments in unaffiliated securities, at value*   $ 866,292,126     $ 2,140,198     $ 446,277     $ 347,771  
Investments in affiliated securities, at  value*     220,255,069                    
Deposits at Broker for total return  swap contracts           1,995,528       443,540       520,000  
Receivables:                                
Receivable for fund shares issued     3,622,780             146,696        
Dividends and interest receivable     1,295,258       7,917       20       31  
Securities lending income  receivable     1,123,732                    
Total assets     1,092,588,965       4,143,643       1,036,533       867,802  
                                 
LIABILITIES                                
Collateral received for securities  loaned (Note 7)     366,579,603                    
Payables:                                
Payable for investments purchased     3,590,027                    
Payable for open swap contracts           146,466       4,554       191,865  
Management fees payable     357,575       2,449       488       697  
Total liabilities     370,527,205       148,915       5,042       192,562  
Net Assets   $ 722,061,760     $ 3,994,728     $ 1,031,491     $ 675,240  
                                 
NET ASSETS CONSIST OF:                                
Paid-in Capital   $ 2,170,749,671     $ 6,734,880     $ 1,693,059     $ 628,664  
Total Distributable Earnings  (Accumulated Losses)     (1,448,687,911 )     (2,740,152 )     (661,568 )     46,576  
Net Assets   $ 722,061,760     $ 3,994,728     $ 1,031,491     $ 675,240  
                                 
*Identified Cost:                                
                                 
Investments in unaffiliated securities   $ 1,231,581,390     $ 3,034,358     $ 446,277     $ 347,771  
Investments in affiliated securities     418,791,249                    
                                 
Shares Outstanding^     69,750,000       810,000       430,000       60,000  
                                 
Net Asset Value, Offering and  Redemption Price per Share   $ 10.35     $ 4.93     $ 2.40     $ 11.25  

 


^ No par value, unlimited number of shares authorized

 

The accompanying notes are an integral part of these financial statements.

26

ETFMG TM ETFs

 

STATEMENTS OF OPERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

 

   

ETFMG

Alternative

Harvest ETF

   

ETFMG

U.S.

Alternative

Harvest ETF

   

ETFMG 2x

Daily

Alternative

Harvest ETF

   

ETFMG 2x

Daily Inverse

Alternative

Harvest ETF(1)

 
INVESTMENT INCOME                        
Income:                        
Dividends from unaffiliated  securities (net of foreign  withholdings tax & issuance fees of $-, $-, $-, $-)   $ 5,341,676     $ 18,512     $     $  
Interest     1,135       453       246       39  
Securities lending income     3,359,111       299              
Total Investment Income     8,701,922       19,264       246       39  
                                 
Expenses:                                
Management fees     3,156,398       19,195       3,204       3,553  
Total Expenses     3,156,398       19,195       3,204       3,553  
Net Investment Income (Loss)     5,545,524       69       (2,958 )     (3,514 )
                                 
REALIZED & UNREALIZED  GAIN (LOSS) ON INVESTMENTS AND SWAP CONTRACTS                                
Net Realized Gain (Loss) on:                                
Unaffiliated Investments     (31,445,238 )     (114,671 )            
Affiliated Investments     (22,903,159 )                  
In-Kind redemptions     (9,287,599 )     (72,398 )            
Foreign currency and foreign  currency translation     (228,432 )     128              
Swap contracts           (1,576,224 )     (581,866 )     103,013  
Net Realized Gain (Loss) on  Investments, Swap Contracts and  In-Kind redemptions     (63,864,428 )     (1,763,165 )     (581,866 )     103,013  
Net Change in Unrealized Appreciation (Depreciation) of:                                
Unaffiliated Investments     (138,999,885 )     (689,408 )            
Affiliated Investments     (101,006,564 )                  
Foreign currency and foreign currency translation     (4,952 )                  
Net change in Unrealized Appreciation (Depreciation) on Investments and Swap Contracts     (240,011,401 )     (689,408 )            
Net Realized and Unrealized Gain (Loss) on Investments and Swap Contracts     (303,875,829 )     (2,452,573 )     (581,866 )     103,013  
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ (298,330,305 )   $ (2,452,504 )   $ (584,824 )   $ 99,499  

 


(1) The Fund commenced operations on October 5, 2021.

 

The accompanying notes are an integral part of these financial statements.

27

ETFMG Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended 

March 31, 

2022  

(Unaudited)

   

Year Ended 

September 30, 

2021

 
OPERATIONS            
Net investment income   $ 5,545,524 $     18,791,771  
Net realized gain (loss) on investments and In-Kind  Redemptions     (63,864,428 )     (26,438,605 )
Net change in unrealized appreciation (depreciation) of  investments and foreign currency and foreign currency translation     (240,011,401 )     174,690,515  
Net increase (decrease) in net assets resulting from operations     (298,330,305 )     167,043,681  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (5,362,389 )     (17,257,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived  from net change in outstanding shares     (41,872,165 )     421,833,537  
Transaction Fees (See Note 1)     17,315       18,289  
Net increase (decrease) in net assets from capital share transactions     (41,854,850 )     421,851,826  
Total increase (decrease) in net assets     (345,547,544 )     571,638,507  
                 
NET ASSETS                
Beginning of Period     1,067,609,304       495,970,797  
End of Period   $ 722,061,760     $ 1,067,609,304  

 

Summary of share transactions is as follows:

 

   

Period Ended

March 31, 2022

(Unaudited)

   

Year Ended

September 30, 2021

 
    Shares     Amount     Shares     Amount  
Shares Sold  
3,700,000     $ 47,940,235    
57,650,000     $ 1,053,114,312  
Transaction Fees (See Note 1)           17,315             18,289  
Shares Redeemed     (8,100,000 )     (89,812,400 )     (31,350,000 )     (631,269,872 )
Net Transactions in Fund Shares     (4,400,000 )   $ (41,854,850 )     26,300,000     $ 421,862,729  
Beginning Shares     74,150,000               47,850,000          
Ending Shares     69,750,000               74,150,000          

 

The accompanying notes are an integral part of these financial statements.

28

ETFMG U.S. Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended

March 31,

2022

(Unaudited)

   

Period Ended

September 30,

2021(1)

 
OPERATIONS            
Net investment income (loss)   $ 69     $ (9,128 )
Net realized gain (loss) on investments, swap contracts and In-Kind Redemptions     (1,763,165 )     (1,493,703 )
Net change in unrealized appreciation (depreciation) of investments and swap contracts     (689,408 )     (204,752 )
Net increase (decrease) in net assets resulting from operations     (2,452,504 )     (1,707,583 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets from capital share transactions     349,910       7,804,905  
Total increase (decrease) in net assets     (2,102,594 )     6,097,322  
                 
NET ASSETS                
Beginning of Period     6,097,322        
End of Period   $ 3,994,728     $ 6,097,322  

 

Summary of share transactions is as follows:

 

   

Period Ended

March 31, 2022

(Unaudited)

   

Period Ended

September 30, 2021(1)

 
    Shares     Amount     Shares     Amount  
Shares Sold  
450,000     $ 2,677,785    
790,000     $ 7,804,905  
Shares Redeemed     (430,000 )     (2,327,875 )            
Net Transactions in Fund Shares     20,000     $ 349,910       790,000     $ 7,804,905  
Beginning Shares     790,000                        
Ending Shares     810,000               790,000          

 

(1)       The Fund commenced operations on May 12, 2021.

 

The accompanying notes are an integral part of these financial statements.

29

ETFMG 2x Daily Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended

March 31,

2022

(Unaudited)

   

Period Ended

September 30,

2021(1)

 
OPERATIONS            
Net investment income (loss)   $ (2,958 )   $ (1,069 )
Net realized gain (loss) on investments, swap contracts and In-Kind Redemptions     (581,866 )     (396,127 )
Net increase (decrease) in net assets resulting from operations     (584,824 )     (397,196 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets from capital share transactions     1,054,242       959,269  
Total increase (decrease) in net assets     469,418       562,073  
                 
NET ASSETS                
Beginning of Period     562,073        
End of Period   $ 1,031,491     $ 562,073  
                 

Summary of share transactions is as follows:

 

   

Period Ended

March 31, 2022

(Unaudited)

   

Period Ended

September 30, 2021(1)

 
    Shares     Amount     Shares     Amount  
Shares Sold  
320,000     $ 1,054,242    
110,000     $ 959,269  
Shares Redeemed                        
Net Transactions in Fund Shares     320,000     $ 1,054,242       110,000     $ 959,269  
Beginning Shares     110,000                        
Ending Shares     430,000               110,000          

 

(1)       The Fund commenced operations on July 6, 2021.

 

The accompanying notes are an integral part of these financial statements.

30

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Period Ended

March 31,

2022

(Unaudited)(1)

 
OPERATIONS      
Net investment income (loss)   $ (3,514 )
Net realized gain (loss) on investments, swap contracts and In-Kind Redemptions     103,013  
Net increase (decrease) in net assets resulting from operations     99,499  
         
DISTRIBUTIONS TO SHAREHOLDERS        
Total distributions from distributable earnings     (52,923 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase (decrease) in net assets from capital share transactions     628,664  
Total increase (decrease) in net assets     675,240  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 675,240  
         

Summary of share transactions is as follows:

 

   

Period Ended

March 31, 2022

(Unaudited)(1)

 
    Shares     Amount  
Shares Sold  
150,000     $ 2,033,417  
Shares Redeemed     (90,000 )     (1,404,753 )
Net Transactions in Fund Shares     60,000     $ 628,664  
Beginning Shares              
Ending Shares     60,000          

 

(1)       The Fund commenced operations on October 5, 2021.

 

The accompanying notes are an integral part of these financial statements.

31

ETFMG Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

   

Period Ended

March 31,

2022

(Unaudited)

   

Year Ended

September 30,

2021

   

Year Ended

September 30,

2020

   

Year Ended

September 30,

2019

   

Year Ended

September 30,

2018

   

Year Ended

September 30,

2017

 
                                     
Net Asset Value, Beginning Period/Year   $ 14.40     $ 10.37     $ 20.83     $ 39.74     $ 31.36     $ 29.64  
Income from Investment Operations:                                                
Net investment income1     0.08       0.26       0.91       1.02       0.37       0.57  
Net realized and unrealized gain (loss) on investments     (4.06 )     4.01       (10.49 )     (18.96 )     8.95       4.42  
Total from investment operations     (3.98 )     4.27       (9.58 )     (17.94 )     9.32       4.99  
Less Distributions:                                                
Distributions from net investment income     (0.07 )     (0.24 )     (0.88 )     (0.97 )     (0.74 )     (2.56 )
Net realized gains                             (0.20 )     (0.71 )
Total distributions     (0.07 )     (0.24 )     (0.88 )     (0.97 )     (0.94 )     (3.27 )
Net asset value, end period/year   $ 10.35     $ 14.40     $ 10.37     $ 20.83     $ 39.74     $ 31.36  
Total Return     -27.64 %2     40.90 %     -46.83 %     -45.60 %     33.85 %     20.23 %
                                                 
Ratios/Supplemental Data:                                                
Net assets at end period/year (000’s)   $ 722,062     $ 1,067,609     $ 495,971     $ 800,957     $ 679,559     $ 6,271  
                                                 
Gross Expenses to Average Net Assets     0.75 %3     0.75 %     0.75 %     0.75 %     0.75 %     0.79 %
Net Investment Income to Average Net Assets     1.32 %3     1.39 %     6.27 %     3.26 %     1.18 %     1.98 %
Portfolio Turnover Rate     34 %2     75 %     46 %     71 %     97 %     44 %

 


1 Calculated based on average shares outstanding during the period/year.

2 Not annualized.

3 Annualized.

 

The accompanying notes are an integral part of these financial statements.

32

ETFMG U.S. Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period

 

 

   

Period Ended

March 31,

2022

(Unaudited)

   

Period Ended

September 30,

20211

 
             
Net Asset Value, Beginning Period   $ 7.72     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment income (loss) 2     0.00 5     (0.01 )
Net realized and unrealized gain (loss) on investments     (2.79 )     (2.27 )
Total from investment operations     (2.79 )     (2.28 )
Net asset value, end period   $ 4.93     $ 7.72  
Total Return     -36.10 %3     -22.82 %3
                 
Ratios/Supplemental Data:                
Net assets at end of period (000’s)   $ 3,995     $ 6,097  
                 
Gross Expenses to Average Net Assets     0.75 %4     0.75 %4
Net Investment Income (Loss) to Average Net Assets     0.00 %4     -0.38 %4
Portfolio Turnover Rate     18 %3     16 %3

 


1 The Fund commenced operations on May 12, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

5 Amount less than $0.005.

 

The accompanying notes are an integral part of these financial statements.

33

ETFMG 2x Daily Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period

 

 

   

Period Ended

March 31,

2022

(Unaudited)

   

Period Ended

September 30,

20211

 
Net Asset Value, Beginning Period   $ 5.11     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment income (loss) 2     (0.01 )     (0.01 )
Net realized and unrealized gain (loss) on investments     (2.70 )     (4.88 )
Total from investment operations     (2.71 )     (4.89 )
Net asset value, end period   $ 2.40     $ 5.11  
Total Return     -53.04 %3     -48.90 %3
Ratios/Supplemental Data:                
Net assets at end of period (000’s)   $ 1,031     $ 562  
Gross Expenses to Average Net Assets     0.95 %4     0.95 %4
Net Investment Income (Loss) to Average Net Assets     -0.88 %4     -0.72 %4
Portfolio Turnover Rate     0 %3     0 %3

 


1 The Fund commenced operations on July 6, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

34

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the period

 

 

   

Period Ended

March 31,

2022

(Unaudited)1

 
       
Net Asset Value, Beginning Period   $ 10.00  
Income (Loss) from Investment Operations:        
Net investment income (loss) 2     (0.06 )
Net realized and unrealized gain (loss) on investments     2.19  
Total from investment operations     2.13  
Less Distributions:        
Distributions from net investment income     (0.88 )
Total distributions     (0.88 )
Net asset value, end period   $ 11.25  
Total Return     20.49 %3
         
Ratios/Supplemental Data:        
Net assets at end of period (000’s)   $ 675  
         
Gross Expenses to Average Net Assets     0.95 %4
Net Investment Income (Loss) to Average Net Assets     -0.94 %4
Portfolio Turnover Rate     0 %3

 


1 The Fund commenced operations on October 5, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

35

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited)

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Alternative Harvest ETF (“MJ”), ETFMG U.S. Alternative Harvest ETF (“MJUS”), ETFMG 2x Daily Alternative Harvest ETF (“MJXL”) and ETFMG 2x Daily Inverse Alternative Harvest ETF (“MJIN”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker

Strategy

Commencement

Date 

Strategy
ETFMG
Alternative
Harvest ETF
12/3/2015 Seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Alternative Harvest Index (the “Index”).
ETFMG U.S.
Alternative
Harvest ETF
5/12/2021 Seeks to achieve its investment objective by investing, under normal circumstances, at least 80% of its net assets (plus any borrowings for investment purposes) in securities of companies that derive at least 50% of their net revenue from the “Cannabis Business” in the United States, and in derivatives that have economic characteristics similar to such securities.
ETFMG 2x
Daily
Alternative
Harvest ETF
7/6/2021 Seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.
ETFMG 2x
Daily Inverse
Alternative
Harvest ETF
10/5/2021 Seeks daily investment results, before fees and expenses, that correspond to two times the inverse (-2x) (or opposite) of the return of the Index for a single day, not for any other period.

 

The Funds may use a combination of swaps on the Index and swaps on an ETF whose investment objective is to track the performance of the same, or a substantially similar index to achieve their investment objective.

 

The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares for MJ and MJUS and 10,000 shares for MJXL and MJIN, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

36

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 

A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the ETFMG Alternative Harvest ETF held two securities that were fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
37

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following table presents a summary of the Funds’ investments in securities and swap contracts at fair value, as of March 31, 2022:

 

ETFMG Alternative Harvest ETF                
Assets^   Level 1   Level 2   Level 3   Total  
Common Stocks   $ 715,924,862   $   $   $ 715,924,862  
Short Term Investments     5,224,893             5,224,893  
ETFMG Sit Ultra Short ETF**     84,636,435             84,636,435  
Investments Purchased with Securities Lending Collateral*                 280,761,005  
Total Investments in Securities   $ 805,786,190   $   $   $ 1,086,547,195  

 

ETFMG U.S. Alternative Harvest ETF                
Assets^   Level 1   Level 2   Level 3   Total  
Common Stocks   $ 1,620,150   $   $   $ 1,620,150  
Short Term Investments     520,048             520,048  
Total Investments in Securities   $ 2,140,198   $   $   $ 2,140,198  

 

Swap Contracts ***   Level 1   Level 2   Level 3   Total  
Long Total Return Equity Swap Contracts   $   $   $   $  
Total Swap Contracts   $   $   $   $  
38

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

ETFMG 2x Daily Alternative Harvest ETF                
Assets^   Level 1   Level 2   Level 3   Total  
Short-Term Investments   $ 446,277   $   $   $ 446,277  
Total Investments in Securities   $ 446,277   $   $   $ 446,277  

 

Swap Contracts***   Level 1   Level 2   Level 3   Total  
Long Total Return Equity Swap Contracts   $   $   $   $  
Total Swap Contracts   $   $   $   $  

 

ETFMG 2x Daily Inverse Alternative Harvest ETF                
Assets^   Level 1   Level 2   Level 3   Total  
Short-Term Investments   $ 347,771   $   $   $ 347,771  
Total Investments in Securities   $ 347,771   $   $   $ 347,771  
                           

 

Swap Contracts***   Level 1   Level 2   Level 3   Total  
Long Total Return Equity Swap Contracts   $   $   $   $  
Total Swap Contracts   $   $   $   $  

 

^ See Schedule of Investments for classifications by country and industry.
* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.
** Investment was purchased with collateral.
*** Swap contracts are derivative instruments, which are presented at the unrealized appreciation/depreciation on the instrument.

 

B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

39

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 

C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 

D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 

F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 

H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

Derivatives

 

The Funds may enter into swap agreements; including interest rate, index, and total return swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party based on the change in market value or level of a specified rate, index or asset. In return, the other party agrees to make payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, i.e., where the two parties make net payments with a Fund receiving or paying, as the case may be, only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or equivalents having an aggregate value at least equal to the accrued excess is maintained by the Fund. The total return swap contracts are subject to master netting agreements, which are agreements between a Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund through a single payment, in the event of default or termination. Amounts presented on the schedule of total return swaps are gross settlement amounts.

40

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

The following table presents the Funds’ gross derivative assets and liabilities by counterparty and contract type, net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of March 31, 2022.

 

ETFMG U.S. Alternative Harvest ETF 

Counterparty   Investment
Type
  Gross
Amounts
of
Recognized
Assets
Presented
in the
Statements
of Assets
&
Liabilities
 

Gross
Amounts
Available
Offset

 

Net
Amounts

  Gross Amounts not offset
in the Statements of
Assets & Liabilities
  Net
Amount
     

 

 

 

Financial
Instruments

  Collateral
Received
Cowen and Company, LLC   Total Return  Swap Contracts   $ (146,466 ) $   $ (146,466 ) $ —     $
$ (146,466)

 

ETFMG 2x Daily Alternative Harvest ETF 

Counterparty   Investment
Type
  Gross
Amounts
of
Recognized
Assets
Presented
in the
Statements
of Assets
&
Liabilities
    Gross
Amounts
Available
Offset
  Net
Amounts
  Gross Amounts not
offset in the Statements
of Assets & Liabilities
  Net
Amount
   

 

 

 

Financial
Instruments

  Collateral
Received
 
Cowen and Company, LLC   Total Return Swap Contract   $    (4,554 ) $   $   (4,554 ) $ —      $    (4,554)
41

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

ETFMG 2x Daily Inverse Alternative Harvest ETF 

Counterparty   Investment
Type
  Gross
Amounts
of
Recognized
Assets
Presented
in the
Statements
of Assets
&
Liabilities
 

Gross
Amounts
Available
Offset

  Net
Amounts
  Gross Amounts not
offset in the Statements
of Assets & Liabilities
  Net
Amount
     

 

 

 

Financial
Instruments

  Collateral
Received
 
Cowen and Company, LLC   Total Return Swap Contract   $ (191,865 ) $   $ (191,865 ) $ —      $   $ (191,865)

 

The average monthly notional amount of the swap contracts during the period ended March 31, 2022 for the Funds were:

 

ETFMG U.S. Alternative Harvest ETF     Swap Contracts   $ 3,581,337  
ETFMG 2x Daily Alternative Harvest ETF     Swap Contract   $ 1,404,372  
ETFMG 2x Daily Inverse Alternative Harvest ETF     Swap Contract   $ (1,523,873 )

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of March 31, 2022:

 


      Assets     Liabilities     Net Unrealized
Gain (Loss)
 

               
ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $     $ 146,466     $  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract   $     $ 4,554     $  
ETFMG 2x Daily Inverse Alternative Harvest ETF   Swap Contract   $     $ 191,865     $  
42

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the period ended March 31, 2022:

 

        Realized Gain (Loss)     Change in
Unrealized
Appreciation/
Depreciation
 
ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $ (1,576,224 )   $  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract   $ (581,866 )   $  
ETFMG 2x Daily Inverse Alternative Harvest ETF   Swap Contract   $ 103,013     $  

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

43

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. A Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities. When a Fund uses derivatives, there may be imperfect correlation between the value of the reference assets and the derivative, which may prevent the Fund from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives may expose a Fund to losses in excess of those amounts initially invested.

 

Daily Index Correlation/Tracking Risk. There is no guarantee that a Fund will achieve a high degree of correlation to the Index and therefore achieve its daily leveraged investment objective. To achieve a high degree of correlation with the Index, a Fund seeks to rebalance its portfolio daily to keep leverage consistent with its daily leveraged investment objective. In addition, a Fund’s exposure to the Index is impacted by the Index’s movement. Because of this, it is unlikely that a Fund will be perfectly exposed to the Index at the end of each day. The possibility of the Fund being materially over-or under-exposed to the Index increases on days when the Index is volatile near the close of the trading day. Market disruptions, regulatory restrictions and extreme volatility will also adversely affect a Fund’s ability to adjust exposure to the required levels.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

44

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non-advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Alternative Harvest ETF 0.75%
ETFMG U.S. Alternative Harvest ETF 0.75%
ETFMG 2x Daily Alternative Harvest ETF 0.95%
ETFMG 2x Daily Inverse Alternative Harvest ETF 0.95%

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for MJ, MJUS, MJXL and MJIN. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the period ended March 31, 2022, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the period ended March 31, 2022:

 

    Purchases     Sales  
ETFMG Alternative Harvest ETF   $ 310,409,311     $ 316,667,887  
ETFMG U.S. Alternative Harvest ETF     1,155,985       286,504  
45

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended March 31, 2022:

 

    Purchases In-Kind     Sales In-Kind  
ETFMG Alternative Harvest ETF   $ 45,141,895     $ 82,932,084  
ETFMG U.S. Alternative Harvest ETF     787,971       651,777  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended March 31, 2022.

 

NOTE 7 – SECURITIES LENDING

 

The Fund may lend up to 33 1⁄3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short -term obligations either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies, in which the Fund may invest cash collateral, can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of the period ended March 31, 2022 the value of the securities on loan and payable for collateral due to broker were as follows:

46

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

Value of Securities on Loan Collateral Received            
Fund   Values of
Securities on
Loan
    Fund
Collateral
Received*
 
ETFMG Alternative Harvest ETF   $ 306,711,413     $ 366,579,603  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, a money market fund with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net
Unrealized
Appreciation
(Depreciation)
 
ETFMG Alternative Harvest ETF   $ 1,747,712,784     $ 13,790,736     $ (414,230,097 )   $ (400,439,361 )
ETFMG U.S. Alternative Harvest ETF     1,778,251       140,373       (350,740 )     (210,367 )
ETFMG 2x Daily Alternative Harvest ETF                        

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed
Ordinary
Income
    Undistributed
Long-Term
Gain
    Total
Distributable
Earnings
    Other
Accumulated
Loss
    Total
Accumulated
Gain (Loss)
 

                                       
ETFMG Alternative Harvest ETF   $ 2,014,017     $       —     $ 2,014,017     $ (746,569,873 )   $ (1,144,995,217 )
ETFMG U.S. Alternative Harvest ETF                       (77,281 )     (287,648 )
ETFMG 2x Daily Alternative Harvest ETF                       (76,744 )     (76,744 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

47

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss
Carryforward
ST
    Capital Loss
Carryforward
LT
    Expires  
ETFMG Alternative Harvest ETF   $ (225,753,428 )   $ (520,821,254 )     Indefinite  
ETFMG U.S. Alternative Harvest ETF     (77,281 )           Indefinite  
ETFMG 2x Daily Alternative Harvest ETF     (76,744 )           Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

    Late Year
Ordinary
Loss
    Post-
October
Capital
Loss
 
ETFMG Alternative Harvest ETF   $     $  
ETFMG U.S. Alternative Harvest ETF            
ETFMG 2x Daily Alternative Harvest ETF            

 

The tax character of distributions paid during the period ended March 31, 2022, and the year ended September 30, 2021 were as follows:

 

    Period Ended
March 31, 2022
  Year Ended
September 30, 2021
 
    From
Ordinary
Income
    From
Capital
Gains
  From
Ordinary
Income
    From
Capital
Gains
 
ETFMG Alternative Harvest ETF   $ 5,362,389         $ 17,257,000        
ETFMG U.S. Alternative Harvest ETF                      
ETFMG 2x Daily Alternative Harvest ETF                      
ETFMG 2x Daily Inverse Alternative Harvest ETF     52,923                  
48

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Alternative Harvest ETF

ETFMG Alternative Harvest ETF owned the following companies during the period ended March 31, 2022. 22nd Century Group, Inc., Agrify, Corp., Corbus Pharmaceuticals Holdings, Inc., GrowGeneration Corp., Hexo Corp., Organigram Holdings, Inc., Village Farms International, Inc., Zynerba Pharmaceuticals, Inc., and ETFMG Sit Ultra Short ETF are deemed to be affiliates of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in these securities were as follows:

 

Security Name   Value at
September 30,
2021
    Purchases     Sales     Realized
Gain
(Loss)(1)
    Change in
Unrealized
Appreciation
(Depreciation)
    Dividend
Income
    Value at
March 31,
2022
    Ending
Shares
 
22nd Century Group, Inc.*   $ 38,141,530     $ 2,430,717     $ (13,178,369 )   $ (3,886,891 )   $ (2,948,759 )   $     $ 20,558,228       8,861,305  
Agrify Corp. *     11,585,590       11,655,591       (1,196,451 )     (620,298 )     (14,117,602 )           7,306,830       1,578,149  
Aurora Cannabis, Inc. **     77,960,284       9,281,375       (13,981,765 )     (10,023,718 )     (23,316,680 )           39,919,496       9,979,874  
Clever Leaves Holdings, Inc. **     17,915,605       544,662       (5,758,410 )     (11,243,311 )     987,931             2,446,477       982,521  
Corbus Pharmaceuticals Holdings, Inc. *     14,383,541       1,255,592       (2,103,747 )     (5,448,191 )     (2,038,672 )           6,048,523       11,380,099  
ETFMG Sit Ultra Short ETF *     85,827,375                         (1,190,940 )           84,636,435       1,725,000  
GrowGeneration Corp. *     63,275,318       27,667,264       (4,324,440 )     (2,368,587 )     (41,220,398 )           43,029,157       4,672,004  
Hexo Corp. *     24,321,019       25,876,440       (2,109,509 )     (1,568,105 )     (27,278,814 )           19,241,031       31,038,928  
Organigram Holdings, Inc. *     60,578,493       6,717,506       (23,637,133 )     (5,993,457 )     (5,712,555 )           31,952,854       19,248,707  
Village Farms International, Inc. **     36,150,781       2,362,020       (6,879,453 )     (1,457,694 )     (10,195,580 )           19,980,074       3,784,105  
Zynerba Pharmaceuticals, Inc. *     18,879,935       2,016,858       (3,898,328 )     (3,017,630 )     (6,498,823 )           7,482,012       3,649,762  

 

*Affiliate as of March 31, 2022.

** This security was not affiliated as of March 31, 2022.

1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

NOTE 10 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C-152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

49

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

With respect to Note 10 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

50

 

ETFMG TM ETFs

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of each of ETFMG Alternative Harvest ETF (“MJ”), ETFMG U.S. Alternative Harvest ETF (“MJUS”) and ETFMG 2x Daily Alternative Harvest ETF (“MJXL”) (each a “Fund” and collectively, the “Funds”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Advisory Agreement after its initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Advisory Agreement for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to each Fund by the Adviser; (ii) the investment performance of each Fund; (iii) the Adviser’s costs and profits realized in providing services to the Funds, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for each Fund in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as each Fund grows and whether the advisory fees for each Fund reflects these economies of scale for the benefit of the Fund; and (vi) other

 

financial benefits to the Adviser and its affiliates resulting from services rendered to the Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment process, compliance program and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Advisory Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

Nature, Extent and Quality of Services Provided by the Adviser

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Funds. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Funds; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Funds. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure; and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

51

 

ETFMG TM ETFs

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

The Board also considered other services provided to the Funds, such as overseeing the Funds’ service providers, monitoring adherence to the Funds’ investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Funds by the Adviser.

 

Historical Performance

The Board then considered the past performance of the Funds over various time periods ending December 31, 2021. The Board also considered each Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”), using data received from an independent thrid party. In this regard, the Board noted the short time that each of MJUS and MJXL has been in operation.

 

The Board additionally reviewed the performance of MJ and MJXL as compared to the Funds’ underlying index and the correlation of returns to benchmark information, respectively, for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant for these Funds than it is for actively managed funds, given the Funds’ investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of these Funds by focusing on the correlation of performance versus the benchmark (or relevant multiple thereof). The Board reviewed information regarding MJ’s and MJXL’s correlation of returns to the benchmark, discussing, as applicable, factors which contributed to each Fund’s correlation of returns. The Board noted underperformance by each Fund relative to its benchmark (or relative multiple thereof) over certain periods, but that such underperformance was, at least in part, a result of costs incurred by the Fund not incurred by its underlying index, cash drag, the process of rebalancing the Fund’s portfolio and regulatory requirements. Additionally, with respect to MJ, the Board considered that the Fund had changed its underlying index during the time period for which performance was reviewed. The Board noted management’s representations that MJ’s and MJXL’s correlation of returns versus target performance was within the range of what was expected. The Board concluded that, after taking these factors into account, each Fund’s correlation of returns versus target performance was satisfactory.

 

With respect to MJUS, the Board considered management’s discussion of the Fund’s performance, noting the effect of the cost of financing swap transactions on performance.

 

The Board further noted that it had received and would continue to receive regular reports regarding each Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale

The Board reviewed the advisory fees for the Funds and compared them to the total operating expenses of comparable ETFs, as determined by the Adviser, using data received from an independent third party. Among other information, the Board noted that the advisory fee for each of MJ and MJUS was higher than the average and equal to the median expense ratios for its respective peer group and that with respect to MJXL, the advisory fee was lower than the average and median expense ratios for its peer group. The Board took into consideration management’s discussion of the fees, including that the Funds have niche investment strategies that are substantially different than the strategies of many of the peer ETFs and, therefore, the information provided about the comparable ETFs may not provide meaningful direct comparisons to the Funds.

52

 

ETFMG TM ETFs

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

The Board noted the importance of the fact that the advisory fee for each Fund is a “unified fee,” meaning that the shareholders of the Funds pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Funds’ other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for each of the Funds is reasonable in light of the factors considered.

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Funds, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information on a fund by fund basis and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to, or received from, partners involved with certain of the Funds. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to each Fund was not excessive in view of the nature, extent and quality of services provided to each Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Funds.

 

In addition, the Board considered whether economies of scale may be realized for the Funds. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Funds grow in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Funds and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Funds. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Funds were necessary.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser provides to the Funds; and (c) approved the renewal of the Advisory Agreement for another year.

53

 

ETFMG TM ETFs

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on August 24, 2021, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Amended and Restated Investment Advisory Agreement (the “Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of ETFMG 2X Daily Inverse Alternative Harvest ETF (the “Fund”).

 

Pursuant to Section 15 of the 1940 Act, the Agreement must be approved by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the Fund by the Adviser; (ii) comparative fee and expense data for the Fund in relation to other similar investment companies; (iii) the extent to which economies of scale may be realized as the Fund grows and whether the proposed advisory fee for the Fund reflects these expected economies of scale for the benefit of the Fund; and (iv) other financial benefits to the Adviser and its affiliates resulting from services to be rendered to the Fund. The Board’s review included written and oral information about the Adviser and service providers furnished to the Board prior to and at the meeting held on August 24, 2021, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. Representatives of the Adviser discussed the services to be provided to the Fund, the rationale for launching the Fund, the marketing strategy and the Fund’s proposed fees in comparison to the fees of comparable investment companies. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentation and any other information that the Board received at the meeting and deliberated on the approval of the Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the approval of the Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund. The matters discussed were also considered separately by the Independent Trustees in executive session with independent legal counsel, at which no representatives of management were present.

 

Nature, Extent and Quality of Services Provided.

The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser would be providing investment advisory services to the Fund. The Board discussed the responsibilities of the Adviser, including: the investment of the Fund’s assets in accordance with its investment objective and monitoring compliance with various fund policies and procedures and with applicable securities regulations, and arranging for transfer agency, custody, fund administration, and all other non-distribution related services necessary for the Fund to operate. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure, as applicable; the quality of the Adviser’s compliance infrastructure and risk assessment capabilities; the marketing strategy for the Fund and the determination of the Trust’s Chief Compliance Officer that the Adviser has appropriate compliance policies and procedures in place that are reasonably designed to prevent violations of the Federal Securities laws. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the provision of high-quality services to the Fund, such as the hiring of trading, legal and compliance personnel, and enhancements to technology and related systems. The Board also considered the Adviser’s experience managing ETFs, as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

54

 

ETFMG TM ETFs

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the Fund by the Adviser.

 

Historical Performance.

The Board noted that the Fund has not yet commenced operations and that therefore there was no prior performance to review.

 

Cost of Services Provided, Fall-Out Benefits and Economies of Scale.

The Board reviewed the proposed investment advisory fee for the Fund and compared it to the total operating expenses of other funds in the industry falling within the same style category, or peer group, as the Fund, as determined by the Adviser, using data received from an independent third party. The Board noted that the expense ratio for the Fund was lower than the average and equal to the median expense ratio for its peer ETFs. The Board took into consideration management’s discussion of the fees, including that there are limited true peers for the Fund because of its niche strategies and certain differences between the strategies of the Fund and its peer funds.

 

The Board also noted the importance of the fact that the advisory fee for the Fund was a “unified fee,” meaning that the shareholders of the Fund would pay no expenses other than the advisory fee, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, certain proxy solicitation costs and non-standard Board-related expenses and litigation against the Board, Trustees, Fund, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses (the “Excluded Expenses”). The Board also noted that the Adviser would be responsible for compensating the Fund’s other service providers and paying the Fund’s other expenses out of its own fee and resources. The Board further noted that because the Fund is new, it was difficult to estimate the profitability of the Fund to the Adviser. The Board, however, considered collateral or “fall-out” benefits that ETFMG and its affiliates may derive as a result of their relationship with the Fund.

 

The Board noted that because the Fund is new, it also was difficult to estimate whether the Fund would experience economies of scale. The Board noted that the Adviser will review expenses as the Fund’s assets grow. The Board determined to evaluate economies of scale on an ongoing basis if the Fund achieved asset growth.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision. Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser will provide to the Fund; and (c) approved the Agreement for an initial term of two years.

55

ETFMG TM ETFs

 

EXPENSE EXAMPLE

March 31, 2022 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name   Beginning
Account
Value
October 1,
2021
    Ending
Account
Value
March 31,
2022
    Expenses
Paid
During the
Period
    Annualized
Expense
Ratio
During the
Period
October 1,
2021 to
March 31,
2022
 
ETFMG Alternative Harvest ETF                                
Actual     1,000.00       723.60       3.22 (1)     0.75 %
Hypothetical (5% annual)     1,000.00       1,021.19       3.78 (1)     0.75 %
ETFMG U.S. Alternative Harvest ETF                                
Actual     1,000.00       639.00       3.06 (1)     0.75 %
Hypothetical (5% annual)     1,000.00       1,021.19       3.78 (1)     0.75 %
ETFMG 2x Daily Alternative Harvest ETF                                
Actual     1,000.00       469.60       3.48 (1)     0.95 %
Hypothetical (5% annual)     1,000.00       1,020.19       4.78 (1)     0.95 %
ETFMG 2x Daily Inverse Alternative Harvest ETF                                
Actual     1,000.00       1,204.90       5.11 (2)     0.95 %
Hypothetical (5% annual)     1,000.00       1,020.19       4.78 (3)     0.95 %
56

(1) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 182/365 days (to reflect the six-month period).
(2) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 178/365 days (to reflect the period since the Fund’s inception).
(3) For comparative purposes only as the Fund was not in operation for the full six-month period.
57

ETFMG TM ETFs

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

March 31, 2022 (Unaudited)

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of ETFMG Alternative Harvest ETF, ETFMG U.S. Alternative Harvest ETF, ETFMG 2x Daily Alternative Harvest ETF and ETFMG 2X Daily Inverse Alternative Harvest ETF (each a “Fund” and, collectively, the “Funds”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews each Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that a Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in that Fund. This risk is managed by monitoring the degree of liquidity of each Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of each Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting any Fund were noted in the report and it was represented that, as of December 31, 2021, each Fund, except the ETFMG Alternative Harvest ETF (“MJ”), was primarily highly liquid and, during the Reporting Period, each Fund held less than 15% in illiquid securities. The highly liquid investment minimum of MJ was discussed. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure each Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to your Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

58

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name Qualified Dividend Income
ETFMG Alternative Harvest ETF 100.00%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Alternative Harvest ETF 74.28%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%

 

Short Term Capital Gain

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name Short-Term Capital Gain
ETFMG Alternative Harvest ETF 0.00%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 


 
      Per Share    
Fund   Gross
Foreign
Source
Income
  Foreign
Taxes
Passthrough
  Gross
Foreign
Source
Income
  Foreign
Taxes
Passthrough
  Shares
Outstanding
at 9/30/21
ETFMG Alternative Harvest ETF   4,249,571   256,535   0.05731047   0.00345968   74,150,000
59

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited) (Continued)

 

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

60

ETFMG TM ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year
of Birth
Position(s) Held
with the Trust,
Term of Office
and Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen By
Trustee
Other
Directorships Held
by Trustee During
Past 5 Years
Interested Trustee and Officers      
Samuel Masucci,
III (1962)
Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A. Flanagan,
(1946)
Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A.
Tanczos (1978)
Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J.
Bromberg (1973)
Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a

* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

61

ETFMG Alternative Harvest ETF

 

Board of Trustees (Continued)

 

 

Name and Year
of Birth
Position(s) Held
with the Trust,
Term of Office
and Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen By
Trustee
Other
Directorships Held
by Trustee During
Past 5 Years
Terry Loebs
(1963)
Trustee (since 2014); Lead Independent
Trustee (since 2020)
Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel
(1960)
Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None
62

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services
615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006

 

 

 

 

 

Semi-Annual Report

March 31, 2022

(Unaudited)

 

AI Powered Equity ETF

Ticker: AIEQ

 
 

 

 

 

The fund is a series of ETF Managers Trust.

 

 

 

AI Powered Equity ETF  
   
TABLE OF CONTENTS  
March 31, 2022 (Unaudited)  
  Page
Shareholder Letter 2
   
Growth of $10,000 Investment 3
   
Top 10 Holdings 4
   
Important Disclosures and Key Risk Factors 5
   
Portfolio Allocations 6
   
Schedule of Investments 7
   
Statement of Assets and Liabilities 12
   
Statement of Operations 13
   
Statements of Changes in Net Assets 14
   
Financial Highlights 15
   
Notes to the Financial Statements 16
   
Approval of Advisory Agreements and Board Considerations 26
   
Expense Example 30
   
Statement Regarding Liquidity Risk Management Program 31
   
Supplementary Information 32
   
Information About Portfolio Holdings 32
   
Information About Proxy Voting 32
   
Trustees and Officers Table 33

 

 

 

AI Powered Equity ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the AI Powered Equity Exchange-Traded Fund (“AIEQ” or the “Fund”). The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

The AI Powered Equity ETF is actively managed and seeks capital appreciation. Over the period, the total return for the Fund was -8.96%, while the total return for its benchmark, the S&P 500 Index, was 5.92%. The best performers in the Fund, based on contribution to return, were Microsoft Corp, Cheniere Energy Inc, Mosaic Co/The, Cloudflare Inc - Class A and Crowdstrike Holdings Inc – A, while the worst performers were Moderna Inc, Denbury Inc, Enphase Energy Inc, Neogenomics Inc, Twitter Inc and Pentair Plc.

 

During the reporting period, the Fund saw an allocation of 25.77% to Information Technology, 12.37% to Consumer Discretionary and 11.01% to Financials with the exposure of all portfolio securities being to the United States.

 

AIEQ invests primarily in equity securities listed on a U.S. exchange, based on the results of a proprietary, quantitative model developed by EquBot LLC that runs on the Watson™ platform. Each day, the EquBot Model ranks each company based on the probability of the company benefiting from current economic conditions, trends, and world events and identifies approximately 30 to 200 companies with the greatest potential, over the next twelve months, for appreciation and weights those companies to seek a level of volatility comparable to that of the broader U.S. equity market. EquBot, the Fund’s sub-adviser, is a technology-based company focused on applying artificial intelligence (“AI”) based solutions to investment analyses.

 

You can find further details about AIEQ by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

 

 

Samuel Masucci III

Chairman of the Board

 

2 

 

AI Powered Equity ETF

Growth of $10,000 (Unaudited)

 

 

            Since   Value of
Average Annual Returns   1 Year   3 Year   Inception   $10,000
Period Ended March 31, 2022   Return   Return   (10/17/17)   (3/31/2022)
AI Powered Equity ETF (NAV)   -1.98%   13.37%   12.15%   $ 16,658
AI Powered Equity ETF (Market)   -2.04%   13.52%   12.07%   $ 16,605
S&P 500 Index   15.65%   18.92%   15.74%   $ 19,172

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on October 17, 2017, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends. The chart assumes reinvestment of capital gains and dividends, if any. The index returns do not reflect fees or expenses and are not available for direct investment.

 

3 

 

AI Powered Equity ETF

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*

 

    % of Total
  Security Investments
1 Hershey Co. 2.86%
2 Bank of New York Mellon Corp. 2.59%
3 Fastenal Co. 2.51%
4 Amazon.com, Inc. 2.50%
5 Analog Devices, Inc. 2.44%
6 Lockheed Martin Corp. 2.37%
7 General Dynamics Corp. 2.37%
8 American Electric Power Co., Inc. 2.31%
9 Albemarle Corp. 2.29%
10 McDonalds Corp. 2.17%
     

Top Ten Holdings = 24.41% of Total Investments

* Current Fund holdings may not be indicative of future Fund holdings.

 

4 

 

AI Powered Equity ETF

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

AIEQ

 

The AI Powered Equity Technology ETF (the “Fund”) seeks long-term capital appreciation within risk constraints commensurate with broad market US equity indices.

 

The equity securities held in the Fund’s portfolio may experience sudden, unpredictable drops in value or long periods of decline in value. This may occur because of factors that affect securities markets generally or factors affecting specific issuers, industries, or sectors in which the Fund invests such as political, market and economic developments, as well as events that impact specific issuers.

 

The Fund is actively-managed and may not meet its investment objective based on the success or failure of the Equbot Model to identify investment opportunities. Fund holdings are subject to change. For full holdings information, please visit www.etfmg.com.

 

The portfolio managers may actively and frequently trade securities or other instruments in the Fund’s portfolio to carry out its investment strategies. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses. Some of the models used by the Adviser for the Fund are predictive in nature. The use of predictive models has inherent risks. When Models and Data prove to be incorrect or incomplete, any decisions made in reliance thereon expose the Fund to potential risks. For example, by relying on Models and Data, the Adviser may be induced to buy certain investments at prices that are too high, to sell certain other investments at prices that are too low, or to miss favorable opportunities altogether. Similarly, any hedging based on faulty Models and Data may prove to be unsuccessful.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the fund. Equbot LLC serves as the sub-advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Equbot.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

5 

 

AI Powered Equity ETF

 

PORTFOLIO ALLOCATIONS

As of March 31, 2022 (Unaudited)

     
    AI Powered
    Equity ETF
As a percent of Net Assets:    
Cayman Islands     0.1 %
Ireland     0.6  
Netherlands     1.6  
Switzerland     0.2  
United Kingdom     0.2  
United States     90.7  
Virgin Islands     0.0 *
Short-Term and other Net Assets (Liabilities)     6.6  
      100.0 %

*Amount is less than 0.05%.

 

6 

 

AI Powered Equity ETF

 

Schedule of Investments

March 31, 2022 (Unaudited)

             
    Shares     Value  
COMMON STOCKS - 93.4%                
Cayman Islands - 0.1%                
Semiconductors & Semiconductor Equipment - 0.1%                
Ambarella, Inc. (a)     949     $ 99,569  
                 
Ireland - 0.6%                
Electrical Equipment - 0.2%                
Eaton Corp. PLC     2,549       386,836  
Insurance - 0.2%                
Aon PLC - Class A     803       261,481  
Pharmaceuticals - 0.2%                
Jazz Pharmaceuticals PLC (a)     1,645       256,077  
Total Ireland             904,394  
                 
Netherlands - 1.6%                
Semiconductors & Semiconductor Equipment - 1.6%                
NXP Semiconductors NV     12,362       2,287,959  
                 
Switzerland - 0.2%                
Electronic Equipment, Instruments & Components - 0.2%                
TE Connectivity, Ltd.     1,922       251,744  
                 
United Kingdom - 0.2%                
Electrical Equipment - 0.2%                
Sensata Technologies Holding PLC (a)     4,928       250,589  
                 
United States - 90.7%                
Aerospace & Defense - 5.2%                
General Dynamics Corp.     14,747       3,556,681  
Lockheed Martin Corp.     8,061       3,558,125  
Textron, Inc.     3,451       256,685  
Total Aerospace & Defense             7,371,491  
Airlines - 0.2%                
Alaska Air Group, Inc. (a)     5,972       346,436  
Automobiles - 1.5%                
Tesla, Inc. (a)(b)     1,967       2,119,639  
Banks - 3.2%                
First Horizon Corp.     11,128       261,397  
First Republic Bank     1,615       261,792  
SVB Financial Group (a)     2,754       1,540,725  
Truist Financial Corp.     4,372       247,892  
Wells Fargo & Co.     45,511       2,205,463  
Total Banks             4,517,269  
Biotechnology - 1.2%                
Exelixis, Inc. (a)     77,121       1,748,333  

 

The accompanying notes are an integral part of these financial statements.

 

7 

 

AI Powered Equity ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

             
    Shares     Value  
Capital Markets - 4.1%            
Bank of New York Mellon Corp.     78,337     $ 3,887,865  
Morgan Stanley     1,841       160,903  
S&P Global, Inc.     4,076       1,672,023  
Total Capital Markets             5,720,791  
Chemicals - 2.6%                
Albemarle Corp.     15,546       3,437,998  
Mosaic Co.     3,956       263,074  
Total Chemicals             3,701,072  
Commercial Services & Supplies - 0.2%                
Republic Services, Inc.     1,959       259,568  
Communications Equipment - 1.4%                
Lumentum Holdings, Inc. (a)(b)     20,876       2,037,498  
Construction Materials - 0.2%                
Vulcan Materials Co.     1,381       253,690  
Consumer Finance - 1.0%                
Discover Financial Services     13,045       1,437,429  
Containers & Packaging - 0.5%                
Avery Dennison Corp.     1,464       254,692  
Greif, Inc. - Class A     7,389       480,728  
Total Containers & Packaging             735,420  
Diversified Consumer Services - 0.2%                
Service Corp. International     4,080       268,546  
Diversified Financial Services - 0.4%                
Berkshire Hathaway, Inc. - Class B (a)     855       301,738  
Voya Financial, Inc.     3,841       254,850  
Total Diversified Financial Services             556,588  
Electric Utilities - 4.9%                
American Electric Power Co., Inc.     34,859       3,477,882  
Entergy Corp.     15,608       1,822,234  
NRG Energy, Inc.     40,497       1,553,465  
Total Electric Utilities             6,853,581  
Electronic Equipment, Instruments & Components - 0.2%                
Jabil, Inc.     5,449       336,366  
Energy Equipment & Services - 1.2%                
Halliburton Co.     43,892       1,662,190  
Entertainment - 0.8%                
Madison Square Garden Sports Corp. (a)     6,360       1,140,730  
Food & Staples Retailing - 0.5%                
Sysco Corp.     8,747       714,193  
Food Products - 3.7%                
Conagra Brands, Inc.     7,866       264,062  
Hershey Co.     19,858       4,301,838  
McCormick & Co., Inc.     6,450       643,710  
Total Food Products             5,209,610  

 

The accompanying notes are an integral part of these financial statements.

 

8 

 

AI Powered Equity ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

             
    Shares     Value  
Gas Utilities - 1.5%                
Atmos Energy Corp.     2,205     $ 263,475  
National Fuel Gas Co.     26,815       1,842,191  
Total Gas Utilities             2,105,666  
Health Care Equipment & Supplies - 3.6%                
Boston Scientific Corp. (a)     10,588       468,943  
DexCom, Inc. (a)     1,144       585,270  
Intuitive Surgical, Inc. (a)     344       103,778  
Stryker Corp.     9,801       2,620,297  
Teleflex, Inc.     3,551       1,260,001  
Total Health Care Equipment & Supplies             5,038,289  
Hotels, Restaurants & Leisure - 3.0%                
McDonald’s Corp.     13,166       3,255,689  
Penn National Gaming, Inc. (a)     17,139       727,037  
Yum! Brands, Inc.     2,140       253,654  
Total Hotels, Restaurants & Leisure             4,236,380  
Industrial Conglomerates - 0.4%                
Honeywell International, Inc.     1,322       257,235  
Roper Technologies, Inc.     548       258,782  
Total Industrial Conglomerates             516,017  
Insurance - 1.1%                
American International Group, Inc.     13,343       837,540  
Assurant, Inc.     1,439       261,653  
Principal Financial Group, Inc.     3,494       256,495  
Travelers Cos., Inc.     1,425       260,390  
Total Insurance             1,616,078  
Interactive Media & Services - 4.0%                
Alphabet, Inc. - Class A (a)     1,056       2,937,105  
Alphabet, Inc. - Class C (a)(b)     979       2,734,337  
Total Interactive Media & Services             5,671,442  
Internet & Direct Marketing Retail - 2.7%                
Amazon.com, Inc. (a)     1,152       3,755,462  
IT Services - 1.6%                
Jack Henry & Associates, Inc.     1,324       260,894  
Visa, Inc. - Class A (b)     8,924       1,979,076  
Total IT Services             2,239,970  
Life Sciences Tools & Services - 2.7%                
Danaher Corp.     5,801       1,701,607  
NeoGenomics, Inc. (a)(b)     156,558       1,902,180  
Waters Corp. (a)     803       249,243  
Total Life Sciences Tools & Services             3,853,030  
Multi-Utilities - 0.2%                
Ameren Corp.     2,827       265,060  
Oil, Gas & Consumable Fuels - 2.8%                
Antero Resources Corp. (a)     8,422       257,124  
Matador Resources Co.     22,094       1,170,540  
PDC Energy, Inc.     35,353       2,569,456  
Total Oil, Gas & Consumable Fuels             3,997,120  

 

The accompanying notes are an integral part of these financial statements.

 

9 

 

AI Powered Equity ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

             
    Shares     Value  
Pharmaceuticals - 2.5%            
Johnson & Johnson     14,615     $ 2,590,217  
Pfizer, Inc.     4,949       256,210  
Zoetis, Inc.     3,541       667,797  
Total Pharmaceuticals             3,514,224  
Professional Services - 0.2%                
TransUnion     2,517       260,107  
Real Estate Investment Trust (REIT) - 1.0%                
Hannon Armstrong Sustainable Infrastructure Capital Inc.     29,662       1,406,869  
Road & Rail - 0.2%                
Norfolk Southern Corp.     909       259,265  
Semiconductors & Semiconductor Equipment - 9.8%                
Advanced Micro Devices, Inc. (a)     27,126       2,965,957  
Amkor Technology, Inc.     75,599       1,642,010  
Analog Devices, Inc.     22,224       3,670,960  
Broadcom, Inc.     4,526       2,849,932  
MACOM Technology Solutions Holdings, Inc. (a)(b)     18,049       1,080,594  
MaxLinear, Inc. (a)(b)     12,978       757,266  
Synaptics, Inc. (a)(b)     4,011       800,195  
Total Semiconductors & Semiconductor Equipment             13,766,914  
Software - 10.1%                
Crowdstrike Holdings, Inc. - Class A (a)     12,104       2,748,575  
Datadog, Inc. - Class A (a)     15,546       2,354,753  
Dropbox, Inc. - Class A (a)     80,097       1,862,255  
Dynatrace, Inc. (a)     77       3,627  
HubSpot, Inc. (a)(b)     1,516       720,009  
Microsoft Corp.     4,318       1,331,283  
New Relic, Inc. (a)(b)     18,453       1,234,137  
Oracle Corp.     16,915       1,399,378  
salesforce.com, Inc. (a)     10,476       2,224,264  
SecureWorks Corp. - Class A (a)     7,821       103,628  
Synopsys, Inc. (a)     576       191,964  
Total Software             14,173,873  
Specialty Retail - 2.6%                
Advance Auto Parts, Inc. (b)     10,415       2,155,488  
GameStop Corp. - Class A (a)     7,709       1,284,165  
TJX Cos., Inc.     4,103       248,560  
Total Specialty Retail             3,688,213  
Technology Hardware, Storage & Peripherals - 0.6%                
Apple, Inc.     4,573       798,492  
Textiles, Apparel & Luxury Goods - 2.4%                
Lululemon Athletica, Inc. (a)     709       258,948  
PVH Corp.     40,121       3,073,670  
Total Textiles, Apparel & Luxury Goods             3,332,618  
Tobacco - 1.1%                
Altria Group, Inc.     28,293       1,478,309  

 

The accompanying notes are an integral part of these financial statements.

 

10 

 

AI Powered Equity ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

             
    Shares     Value  
Trading Companies & Distributors - 3.2%            
Fastenal Co.     63,483     $ 3,770,891  
United Rentals, Inc. (a)     2,026       719,655  
Total Trading Companies & Distributors             4,490,546  
Water Utilities - 0.2%                
American Water Works Co., Inc.     1,595       264,020  
Total United States             127,718,404  
                 
Virgin Islands (UK) - 0.0% (d)                
Textiles, Apparel & Luxury Goods - 0.0% (d)                
Capri Holdings, Ltd. (a)     273       14,029  
TOTAL COMMON STOCKS (Cost $131,377,527)             131,526,688  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM                
SECURITIES LENDING COLLATERAL - 8.6%                
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     12,070,426       12,070,426  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $12,070,426)             12,070,426  
                 
SHORT-TERM INVESTMENTS - 4.7%                
Money Market Funds - 4.7%                
First American Government Obligations Fund - Class X, 0.18%  (c)     6,648,154       6,648,154  
TOTAL SHORT-TERM INVESTMENTS (Cost $6,648,154)             6,648,154  
                 
Total Investments (Cost $150,096,107) - 106.7%             150,245,268  
Liabilities in Excess of Other Assets - (6.7)%             (9,462,593 )
TOTAL NET ASSETS - 100.0%           $ 140,782,675  

 

Percentages are stated as a percent of net assets.

 

PLC Public Limited Company 


(a) Non-income producing security.

(b) All or portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) Amount is less than 0.05%.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

11 

 

AI Powered Equity ETF

 

STATEMENT OF ASSETS AND LIABILITIES

As of March 31, 2022 (Unaudited)

     
    AI Powered
    Equity ETF
ASSETS        
Investments in securities, at value*   $ 150,245,268  
Receivables:        
Receivable for fund shares issued     31,228,230  
Dividends and interest receivable     97,755  
Securities lending income receivable     2,478  
Receivable for investments sold     57,902,698  
Total Assets     239,476,429  
         
LIABILITIES        
Collateral received for securities loaned (Note 7)     12,070,426  
Payables:        
Payable for investments purchased     55,708,672  
Payable for fund shares redeemed     30,825,548  
Unitary fees payable     89,108  
Total Liabilities     98,693,754  
Net Assets   $ 140,782,675  
         
NET ASSETS CONSIST OF:        
Paid-in Capital   $ 154,672,050  
Total distributable earnings (accumulated losses)     (13,889,375 )
Net Assets   $ 140,782,675  
         
*Identified Cost:        
Investments in securities   $ 150,096,107  
         
Shares Outstanding^     3,825,000  
Net Asset Value, Offering and Redemption Price per Share   $ 36.81  
         
^          No par value, unlimited number of shares authorized        

 

The accompanying notes are an integral part of these financial statements.

 

12 

 

AI Powered Equity ETF

 

STATEMENT OF OPERATIONS

For the Period Ended March 31, 2022 (Unaudited)

     
    AI Powered
    Equity ETF
INVESTMENT INCOME    
Income:        
Dividends from investments (net of foreign withholdings tax of $0)     751,638  
Interest     516  
Securities lending income     11,302  
Total Investment Income     763,456  
         
Expenses:        
Unitary fees     599,697  
Total Expenses     599,697  
Net Investment Income     163,759  
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Investments     (29,510,291 )
In-Kind Redemptions     17,686,292  
Net Realized Gain (Loss) on Investments and In-Kind Redemptions     (11,823,999 )
Net Change in Unrealized Appreciation/Depreciation of:        
Investments     (2,118,600 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (2,118,600 )
Net Realized and Unrealized Gain (Loss) on Investments     (13,942,599 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS     (13,778,840 )
         

The accompanying notes are an integral part of these financial statements.

 

13 

 

AI Powered Equity ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

         
    Period Ended
March 31,
2022
(Unaudited)
  Year Ended
September 30,
2021
OPERATIONS        
Net investment income (loss)   $ 163,759     $ (149,583 )
Net realized gain (loss) on investments and in-kind                
redemptions     (11,823,999 )     47,269,564  
Net change in unrealized appreciation/depreciation of                
investments     (2,118,600 )     (13,078,850 )
Net increase (decrease) in net assets resulting from                
operations     (13,778,840 )     34,041,131  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (2,903,688 )     (145,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net                
change in outstanding shares     (10,097,150 )     40,773,047  
Net increase (decrease) in net assets     (26,779,678 )     74,629,178  
                 
NET ASSETS                
Beginning of Period     167,562,353       92,933,175  
End of Period   $ 140,782,675     $ 167,562,353  

 

Summary of share transactions is as follows:

 

    Period Ended
March 31, 2022
(Unaudited)
  Year Ended
September 30, 2021
    Shares   Amount   Shares   Amount
Shares Sold     4,550,000     $ 187,547,448       7,000,000     $ 282,430,807  
Shares Redeemed     (4,800,000 )     (197,644,598 )     (5,950,000 )     (241,697,760 )
Net Transactions in Fund Shares     (250,000 )   $ (10,097,150 )     1,050,000     $ 40,733,047  
                                 
Beginning Shares     4,075,000               3,025,000          
Ending Shares     3,825,000               4,075,000          

 

The accompanying notes are an integral part of these financial statements.

 

14 

 

AI Powered Equity ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout each year/period 

                     
    Period Ended
March 31,
2022
(Unaudited)
  Year Ended
September 30,
2021
  Year Ended
September 30,
2020
  Year Ended
September 30,
2019
  Period Ended
September 30,
20181
Net Asset Value, Beginning of Year/Period   $ 41.12     $ 30.72     $ 26.19     $ 29.50     $ 25.00  
Income from Investment Operations:                                        
Net investment income (loss) 2     0.04       (0.03 )     0.14       0.16       0.14  
Net realized and unrealized gain (loss) on                                        
Investments     (3.63 )     10.47       4.52       (1.41 )     4.49  
Total from investment operations     (3.59 )     10.44       4.66       (1.25 )     4.63  
Less Distributions:                                        
Distributions from net investment income           (0.04 )     (0.13 )     (0.17 )     (0.12 )
Net realized gains     (0.72 )                 (1.89 )     (0.01 )
Total distributions     (0.72 )     (0.04 )     (0.13 )     (2.06 )     (0.13 )
Net asset value, end of year/period   $ 36.81     $ 41.12     $ 30.72     $ 26.19     $ 29.50  
Total Return     -8.96 %3     34.00 %     17.94 %     -2.32 %     18.53 %3
                                         
Ratios/Supplemental Data:                                        
Net Assets at end of year/period (000’s)   $ 140,783     $ 167,562     $ 92,933     $ 114,573     $ 206,472  
                                         
Expenses to Average Net Assets     0.75 %4     0.75 %     0.75 %     0.75 %     0.75 %4
Net Investment Income (Loss) to Average Net Assets     0.20 %4     -0.09 %     0.49 %     0.64 %     0.52 %4
Portfolio Turnover Rate     434 %3     540 %     239 %     129 %     260 %3

 


1 Commencement of operations on October 17, 2017.

2 Calculated based on average shares outstanding during the year/period.

3 Not annualized.

4 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

15 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited)

 

NOTE 1 – ORGANIZATION

 

The AI Powered Equity ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The investment objective of the Fund is capital appreciation. The Fund commenced operations on October 17, 2017.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 25,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participant”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying Fund’s operations and policies, please refer to those fund’s semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

16 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by a fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the Fund did not hold any fair valued securities.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following table presents a summary of the Fund’s investments in securities, at fair value, as of March 31, 2022: 

 

17 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

AI Powered Equity ETF

 

Assets^   Level 1   Level 2   Level 3   Total
Common Stocks   $ 131,526,688     $     $     $ 131,526,688  
Short-Term Investments     6,648,154                   6,648,154  
Investments Purchased with Securities Lending Collateral*                       12,070,426  
Total Investments in Securities   $ 138,174,842     $     $     $ 150,245,268  

 

^ For further information regarding security characteristics, see the Schedule of Investments.

 

* Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 


B. Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

 

18 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

D. Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii)  purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

  


E. Distributions to Shareholders. Distributions to shareholders from net investment income are declared and paid for the Fund on a quarterly basis. Net realized gains on securities for the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 


G. Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the AI Powered Equity ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Equity Market Risk. The equity securities held in the Fund’s portfolio may experience sudden, unpredictable drops in value or long periods of decline in value. This may occur because of factors that affect securities markets generally or factors affecting specific issuers, industries, or sectors in which the Fund invests such as political, market and economic developments, as well as events that impact specific issuers.

 

Management Risk. The Fund is subject to management risk as an actively-managed investment portfolio. The Adviser’s investment approach may fail to produce the intended results. If the Adviser’s implementation of the EquBot Model is inaccurate or incomplete, the Fund may not perform as expected and your investment could lose value over short or long-term periods. Additionally, the Adviser has not previously managed a Fund whose strategy relies on the use of AI, which may create additional risks for the Fund.

 

19 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued) 

 

Market Trading Risk. An investment in the Fund faces numerous market trading risks, including the potential lack of an active market for Fund shares, losses from trading in secondary markets, periods of high volatility and disruption in the creation/redemption process of the Fund. Any of these factors, among others, may lead to the Fund’s shares trading at a premium or discount to NAV.

 

Models and Data Risk. The Fund relies heavily on proprietary quantitative models as well as information and data supplied by third parties (“Models and Data”). When Models and Data prove to be incorrect or incomplete, any decisions made in reliance thereon expose the Fund to potential risks.

 

Non-Diversification Risk. Because the Fund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a small number of issuers than if it was a diversified fund. As a result, a decline in the value of an investment in a single issuer or a small number of issuers could cause the Fund’s overall value to decline to a greater degree than if the Fund held a more diversified portfolio. This may increase the Fund’s volatility and have a greater impact on the Fund’s performance.

 

Portfolio Turnover Risk. The portfolio managers may actively and frequently trade securities or other instruments in the Fund’s portfolio to carry out its investment strategies. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses.

 

Real Estate Investment Trust (“REIT”) Investment Risk. Investments in REITs involve unique risks. REITs may have limited financial resources, may trade less frequently and in limited volume, and may be more volatile than other securities. REITs may be affected by changes in the value of their underlying properties or mortgages or by defaults by their borrowers or tenants. Furthermore, these entities depend upon specialized management skills, have limited diversification and are, therefore, subject to risks inherent in financing a limited number of projects. In addition, the performance of a REIT may be affected by changes in the tax laws or by its failure to qualify for tax-free pass-through of income.

 

Sector Risk. To the extent the Fund invests more heavily in particular sectors of the economy, its performance will be especially sensitive to developments that significantly affect those sectors.

 

Smaller Companies Risk. Smaller companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies, and may underperform other segments of the market or the equity market as a whole. The securities of smaller companies also tend to be bought and sold less frequently and at significantly lower trading volumes than the securities of larger companies. As a result, it may be more difficult for the Fund to buy or sell a significant amount of the securities of a smaller company without an adverse impact on the price of the company’s securities, or the Fund may have to sell such securities in smaller quantities over a longer period of time, which may increase the Fund’s tracking error.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

20 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Adviser”), serves as the investment Adviser to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Adviser, the Adviser provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board and the officers of the Trust.

 

Under the Investment Advisory Agreement with the Fund, the Adviser has overall responsibility for the general management and administration of the Fund and arranges for sub-Advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Adviser bears the costs of all Advisory and non-Advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Adviser at an annual rate of 0.75% of the Fund’s average daily net assets. The Adviser has an agreement with, and is dependent on, a third party to pay the Fund’s expenses in excess of 0.75% of the Fund’s average daily net assets. Additionally, under the Investment Advisory Agreement, the Adviser has agreed to pay all expenses of the Fund, except for: the fee paid to the Adviser pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Adviser has entered into an Agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

EquBot, LLC serves as the sub-adviser to the Fund (the “Sub-Adviser”) and provides investment advice using the EquBot Model to the Adviser and the Fund. The Adviser is responsible for paying the entire amount of the Sub-Adviser’s fee for the Fund. The Sub-Adviser also provides marketing support for the Fund.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Adviser compensates the Administrator for these services under an administration agreement between the two entities.

 

The Adviser pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Adviser for all reasonable out-of-pocket expenses incurred in connection with their duties as Trustee, including travel and related expenses incurred in attending Board meetings. 

 

21 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued) 

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of the Fund’s daily average net assets. For the period ended March 31, 2022, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2022:

 

    Purchases     Sales  
AI Powered Equity ETF   $ 677,113,543     $ 686,862,280  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2022:

 

    Purchases In-     Sales In-  
    Kind     Kind  
AI Powered Equity ETF   $ 182,601,868     $ 193,630,773  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in- kind redemptions are excluded from the Fund’s taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2022.

 

NOTE 7 – SECURITIES LENDING

 

The Fund may lend up to 33 1⁄3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Adviser; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies, in which the Fund may invest cash collateral, can be expected to incur fees and expenses for operations, such as investment Advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Adviser. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

 

22 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

As of March 31, 2022, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund   Values of
Securities
on Loan
    Fund
Collateral
Received*
 
AI Powered Equity ETF   $ 11,613,059     $ 12,070,426  
                 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, LLC, an investment with an overnight and continuous maturity, as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021, were as follows:

 

    Cost   Gross
Unrealized
 Appreciation
  Gross
Unrealized
Depreciation
  Net
Unrealized
Appreciation
(Depreciation)
AI Powered Equity ETF   $ 195,964,868     $ 6,522,605     $ (6,401,231 )   $ 121,374  
                                 
    Undistributed
Ordinary
Income
  Undistributed
Long-Term
Gain
  Total
Distributable
Earnings
  Other
Accumulated
(Loss)
  Total
Accumulated
Gain
AI Powered Equity ETF   $     $ 2,903,650     $ 2,903,650     $ (231,871 )   $ 2,793,153  
                                         

As of September 30, 2021, the Fund had accumulated capital loss carryovers of:

 

    Capital Loss
Carryover ST
  Capital Loss
Carryover LT
  Expires
AI Powered Equity ETF   None   None   Indefinite
             

Under current tax law, capital and currency losses realized after October 31 of a fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The Fund had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2021.

 

   

Later Year

Ordinary Loss

 

Post-October

Loss

AI Powered Equity ETF   $ (231,871 )   None

 

23 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

The tax character of distributions paid by the Fund during the fiscal periods ended March 31, 2022 and September 30, 2021 are as follows:

 

    Period Ended
March 31, 2022
  Year Ended
September 30, 2021
      From
Ordinary
Income
      From
Capital
Gains
      From
Ordinary
Income
      From
Capital
Gains
 
AI Powered Equity ETF   $     $ 2,903,688     $ 145,000     $  
                                 

NOTE 9 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C-152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

24 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

NOTE 10 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

With respect to Note 9 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

 

25 

 

AI Powered Equity ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the following agreements:

 


an Amended and Restated Investment Advisory Agreement between ETF Managers Group, LLC (the “Adviser”) and the Trust, on behalf of AI Powered Equity ETF (the “Fund”) (the “Advisory Agreement”); and

 


a Sub-Advisory Agreement between the Adviser and Equbot LLC (the “Sub-Adviser”) with respect to the Fund (the “Sub-Advisory Agreement” and, together with the Advisory Agreement, the “Agreements”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Agreements after their initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Agreements or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Agreements for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser and Sub-Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to the Fund by the Adviser and Sub-Adviser; (ii) the investment performance of the Fund; (iii) the Adviser’s costs and profits realized in providing services to the Fund, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Fund in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as the Fund grows and whether the advisory fees for the Fund reflects these economies of scale for the benefit of the Fund; and (vi) other financial benefits to the Adviser or Sub-Adviser and their affiliates resulting from services rendered to the Fund. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, each of the Adviser and Sub-Adviser provided responses to a detailed series of questions, which included information about the Adviser’s and Sub-Adviser’s operations, service offerings, personnel, risk assessment process and compliance program and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Agreements in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Agreements, and the weight to be given to each such factor. The conclusions reached with respect to the Agreements were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

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AI Powered Equity ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

Nature, Extent and Quality of Services Provided by the Adviser

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Fund. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Fund, based on recommendations provided by the Sub-Adviser; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Fund. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

The Board also considered other services provided to the Fund, such as overseeing the activities of the Sub-Adviser, as well as the Fund’s other service providers, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

The Board then considered the scope of services provided under the Sub-Advisory Agreement, noting that the Sub-Adviser provides investment sub-advisory services to the Adviser in the form of recommendations based on the Sub-Adviser’s algorithm-based model. The Board noted that the responsibility for trading the Fund’s portfolio securities would continue to rest with the Adviser. In considering the nature, extent and quality of the services provided by the Sub-Adviser, the Board noted that it had received a copy of the Sub-Adviser’s Form ADV, as well as the response of the Sub-Adviser to a detailed series of questions which included, among other things, information about the background and experience of the Sub-Adviser’s personnel. The Board considered the experience of the Sub-Adviser’s personnel in the financial services and artificial intelligence businesses. The Board also considered the quality of the Sub-Adviser’s compliance program and Code of Ethics.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Fund by the Adviser and Sub-Adviser.

 

Historical Performance

The Board then considered the Fund’s performance history over various time periods ending December 31, 2021, including the one-year, three-year and since inception periods. The Board also considered the Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent third party. The Board considered management’s discussion of AIEQ’s performance, noting that, over time, the model powered by artificial intelligence employed in the management of the Fund becomes more refined. The Board further noted that it had received and would continue to receive regular reports regarding the Fund’s performance at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale

The Board reviewed the advisory fee for the Fund and compared it to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party.. The Board noted that the expense ratio for the Fund was higher than the average and median expense ratios of its peer group. The Board considered the unique technology and processes required to manage this active fund as well as the Adviser’s explanations of how this Fund differs from others in the peer group.

 

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AI Powered Equity ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

The Board noted the importance of the fact that the advisory fee for the Fund is a “unified fee,” meaning that the shareholders of the Fund pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Fund, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers (including the Sub-Adviser) and paying the Fund’s other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for the Fund is reasonable in light of the factors considered.

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Fund, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information with respect to the Fund and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to partners involved with the Fund. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to the Fund was not excessive in view of the nature, extent and quality of services provided to the Fund The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Fund.

 

In addition, the Board considered whether economies of scale may be realized for the Fund. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Fund grows in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Fund and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Fund. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Fund were necessary.

 

The Board also reviewed the sub-advisory fee paid to the Sub-Adviser for its services to the Fund under the Sub-Advisory Agreement. The Board considered this fee in light of the services the Sub-Adviser provides as investment sub-adviser to the Fund. The Board determined that the fee reflected an appropriate allocation of the advisory fee paid to the Adviser and Sub-Adviser given the work performed by each firm.

 

The Board also considered that the sub-advisory fee paid to the Sub-Adviser is paid out of the Adviser’s unified fee and represents an arm’s-length negotiation between the Adviser and the Sub-Adviser. For these reasons, the Trustees determined that the profitability to the Sub-Adviser from its relationship with the Fund was not a material factor in their deliberations with respect to consideration of approval of the Sub-Advisory Agreement. The Board concluded that the proposed sub-advisory fee was reasonable in light of the services rendered. The Board considered that, because the proposed sub-advisory fee would be paid by the Adviser out of its unified fee, any economies of scale would not benefit shareholders and, thus, were not relevant for the consideration of the approval of the sub-advisory fee.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

28 

 

AI Powered Equity ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreements are fair and reasonable; (b) concluded that the Adviser’s and Sub-Adviser’s fee is reasonable in light of the services that the Adviser and Sub-Adviser each provide to the Fund; and (c) approved the renewal of the Agreements for another year.

 

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AI Powered Equity ETF

 

Expense Example

Period Ended March 31, 2022 (Unaudited)

 

As a shareholder of AI Powered Equity ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2021 to March 31, 2022).

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

AI Powered Equity ETF

 

    Beginning
Account
Value
October 1,
2021
  Ending
Account
Value
March 31,
2022
  Expenses
Paid
During
the
Period^
  Annualized
Expense
Ratio
During
Period
October 1,
2021 to
March 31,
2022
Actual   $ 1,000.00     $ 910.40     $ 3.57       0.75 %
Hypothetical (5% annual)   $ 1,000.00     $ 1,021.19     $ 3.78       0.75 %
                                 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2021 to March 31, 2022).

 

30 

 

AI Powered Equity ETF

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

March 31, 2022 (Unaudited)

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of the AI Powered Equity ETF (the “Fund”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews the Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that the Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in the Fund. This risk is managed by monitoring the degree of liquidity of the Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of the Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting the Fund were noted in the report and it was represented that, as of December 31, 2021, the Fund was primarily highly liquid and, during the Reporting Period, the Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure the Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

 

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AI Powered Equity ETF

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited)

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows: 

Fund Name Qualified Dividend Income
AI Powered Equity ETF 100.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows: 

Fund Name Dividends Received Deduction
AI Powered Equity ETF 100.00%

 

Short Term Capital Gain

 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the Fund were as follows: 

Fund Name Short-Term Capital Gain
AI Powered Equity ETF 0.00%

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available, without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.etfmgfund.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on its website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.etfmgfunds.com.

 

Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

32 

 

AI Powered Equity ETF

 

Board of Trustees

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers      
Samuel Masucci, III
(1962)
Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A. Flanagan,
(1946)
Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A.
Tanczos (1978)
Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J.
Bromberg (1973)
Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

33 

 

AI Powered Equity ETF

 

Board of Trustees (Continued)

 
Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Terry Loebs
(1963)
Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel
(1960)
Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None

 

34 

 

Advisor
ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor
ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian
U.S. Bank National Association
Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent
U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent
U.S. Bank, National Association
Securities Lending
800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel
Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Semi-Annual Report
March 31, 2022
(Unaudited)

 

 

 

 

 

Etho Climate Leadership U.S. ETF
Ticker: ETHO

 

 

 

 

 

 

 

 

 

 

 

 

 

The fund is a series of ETF Managers Trust.

 


 

Etho Climate Leadership U.S. ETF

 

TABLE OF CONTENTS
March 31, 2022 (Unaudited)

 

 

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment 3
   
Top 10 Holdings 4
   
Important Disclosures and Key Risk Factors 5
   
Portfolio Allocations 6
   
Schedule of Investments 7
   
Statement of Assets and Liabilities 16
   
Statement of Operations 17
   
Statements of Changes in Net Assets 18
   
Financial Highlights 19
   
Notes to the Financial Statements 20
   
Approval of Advisory Agreement and Board Considerations 29
   
Expense Example 32
   
Statement Regarding Liquidity Risk Management Program 33
   
Supplementary Information 34
   
Information About Portfolio Holdings 34
   
Information About Proxy Voting 34
   
Trustees and Officers Table 35

 


 

Etho Climate Leadership U.S. ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the Etho Climate Leadership U.S. Exchange-Traded Fund (“ETHO” or the “Fund”). The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Etho Climate Leadership Index – U.S. (the “Index”).

 

For the six-month period ended March 31, 2021, the total return for the Fund was -1.31% while the total return for the Index was -1.53%. The best performers in the Fund, on the basis of contribution to its return, were Gladstone Land Corp, Arista Networks Inc, Rambus Inc, Ameresco Inc-Cl A and Nvidia Corp, while the worst performers were Paypal Holdings Inc, Tempur Sealy International I, Avita Medical Inc, Netflix Inc and Xl Fleet Corp.

 

At the end of the reporting period, the Fund saw an allocation of 26.12% to Information Technology, 17.81% to Industrials and 15.45% to Financials. The portfolio securities of the Fund are primarily exposed to the United States.

 

As you may know, the Etho Climate Leadership U.S. ETF offers broad diversification across companies that have demonstrated efficiency and leadership with their use of resources and their supply chains when compared to industry peers. The Fund holds the equity securities of companies with a carbon impact at least 50% better than commonly used broad-based securities indices, on an equally weighted basis The Index generally excludes companies in industries or sub-industries or specific companies that are broadly associated with negative environmental, social, or corporate governance profiles such as any direct fossil fuel companies. Equal weighting of the portfolio securities allows for the elimination of equities that do not meet ETHO’s standards without there being a significant impact on the diversification or performance of the Fund. It also creates broad exposure to both the sectors and factors that potentially make for greater stability and higher performance.

 

There is much ahead for environmentally sustainable and socially responsible investing. We are thankful you have joined us by investing in the Etho Climate Leadership U.S. ETF. You can find further details about ETHO by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

 

 

Samuel Masucci III
Chairman of the Board

 

2

 

Etho Climate Leadership U.S. ETF
Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns Period Ended March 31, 2022   1 Year
Return
    5 Year
Return
    Since
Inception
(11/18/2015)
    Value of
$10,000
(3/31/2022)
 
Etho Climate Leadership U.S. ETF (NAV)     2.94 %     15.71 %     15.25 %   $ 24,682  
Etho Climate Leadership U.S. ETF (Market)     2.23 %     15.64 %     15.27 %   $ 24,710  
S&P 500 Index     15.65 %     15.99 %     15.12 %   $ 24,516  
Etho Climate Leadership Index - U.S.     2.46 %     15.26 %     14.71 %   $ 23,961  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more of less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 18, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

3

 

Etho Climate Leadership U.S. ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*   

    Security   % of Total
Investments
1   NVIDIA Corp.   0.63%
2   Gladstone Land Corp.   0.63%
3   Arista Networks, Inc.   0.57%
4   American National Group, Inc.   0.55%
5   Herc Holdings, Inc.   0.51%
6   Rambus, Inc.   0.51%
7   Ameresco, Inc. - Class A   0.51%
8   Gartner, Inc.   0.51%
9   Tesla, Inc.   0.50%
10   Liberty Media Corp. - Liberty Formula One - Class C   0.50%
    Top Ten Holdings 5.42% of Total Investments    
    * Current Fund holdings may not be indicative of future Fund holdings.    

 

4

 

Etho Climate Leadership U.S. ETF

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

ETHO

 

The ETHO Climate Leadership US ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Etho Climate Leadership Index (the “Index”).

 

The Fund’s return may not match or achieve a high degree of correlation with the return of the Etho Climate Leadership Index — US.

 

To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC serves as the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. Both ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Etho Capital.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

5

 

Etho Climate Leadership U.S. ETF

 

PORTFOLIO ALLOCATIONS
As of March 31, 2022 (Unaudited)

 

 

    Etho Climate
Leadership
U.S. ETF
 
As a percent of Net Assets:      
Guernsey     0.4 %
United States     99.0  
Short-Term and other Net Assets (Liabilities)     0.6  
      100.0 %

 

6

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 99.4%                
Guernsey - 0.4%                
IT Services - 0.4%                
Amdocs, Ltd.     10,048     $ 826,046  
                 
United States - 99.0%                
Air Freight & Logistics - 0.5%                
United Parcel Service, Inc. - Class B     4,152       890,438  
Auto Components - 0.9%                
BorgWarner, Inc.     15,108       587,701  
Gentex Corp.     19,629       572,578  
QuantumScape Corp. (a)(b)     15,531       310,465  
XL Fleet Corp. (a)(b)     77,393       154,012  
Total Auto Components             1,624,756  
Automobiles - 1.2%                
Canoo, Inc. (a)(b)     76,965       424,847  
Fisker, Inc. (a)(b)     40,359       520,631  
Lordstown Motors Corp. -  Class A (a)(b)     59,048       201,354  
Tesla, Inc. (a)(b)     1,041       1,121,781  
Total Automobiles             2,268,613  
Banks - 3.3%                
Amalgamated Financial Corp.     42,462       763,042  
Bank of Hawaii Corp. (b)     7,899       662,884  
Commerce Bancshares, Inc. (b)     9,598       687,121  
Cullen Frost Bankers, Inc.     6,472       895,790  
First Horizon Corp.     41,878       983,713  
South State Corp. (b)     9,001       734,392  
SVB Financial Group (a)     1,408       787,706  
Truist Financial Corp.     12,174       690,266  
Total Banks             6,204,914  
Biotechnology - 1.9%                
Agios Pharmaceuticals, Inc. (a)(b)     13,458       391,762  
Alnylam Pharmaceuticals, Inc. (a)     4,922       803,714  
Avita Medical, Inc. (a)(b)     35,065       297,351  
Biogen, Inc. (a)     2,484       523,130  
Seagen, Inc. (a)     5,005       720,970  
Vertex Pharmaceuticals, Inc. (a)     3,234       843,978  
Total Biotechnology             3,580,905  
Building Products - 2.7%                
A.O. Smith Corp.     10,393       664,009  
Advanced Drainage Systems, Inc. (b)     6,735       800,186  
Armstrong World Industries, Inc.     7,747       697,307  
Fortune Brands Home & Security, Inc.     7,291       541,575  
Lennox International, Inc.     2,244       578,638  
Masco Corp.     11,694       596,394  
Simpson Manufacturing Co., Inc. (b)     6,730       733,839  
Trex Co., Inc. (a)(b)     7,592       495,985  
Total Building Products             5,107,933  

 

The accompanying notes are an integral part of these financial statements. 

 

7

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
March 31, 2022 (Unaudited) (Continued)

 

 


  Shares     Value  
Capital Markets - 3.6%                
Affiliated Managers Group, Inc.     4,664     $ 657,391  
Ares Management Corp. - Class A     12,580       1,021,874  
Charles Schwab Corp.     10,733       904,899  
Interactive Brokers Group, Inc. - Class A     9,544       629,045  
KKR & Co., Inc.     14,317       837,115  
MarketAxess Holdings, Inc.     1,402       476,960  
MSCI, Inc.     1,666       837,798  
Northern Trust Corp.     6,696       779,749  
T. Rowe Price Group, Inc.     4,141       626,078  
Total Capital Markets             6,770,909  
Chemicals - 0.3%                
Ecolab, Inc.     3,262       575,939  
Commercial Services & Supplies - 2.1%                
Cintas Corp.     2,050       872,049  
Clean Harbors, Inc. (a)     8,268       923,039  
Copart, Inc. (a)     6,399       802,883  
Rollins, Inc. (b)     20,370       713,969  
Steelcase, Inc. - Class A     49,466       591,119  
Total Commercial Services & Supplies             3,903,059  
Communications Equipment - 1.9%                
Arista Networks, Inc. (a)     9,209       1,279,867  
Cisco Systems, Inc.     13,625       759,730  
F5 Networks, Inc. (a)     3,331       696,012  
Motorola Solutions, Inc.     3,720       900,984  
Total Communications Equipment             3,636,593  
Construction & Engineering - 1.0%                
Ameresco, Inc. - Class A (a)(b)     14,291       1,136,135  
EMCOR Group, Inc.     6,215       699,995  
Total Construction & Engineering             1,836,130  
Construction Materials - 0.4%                
Vulcan Materials Co.     4,135       759,600  
Consumer Finance - 1.6%                
American Express Co.     4,940       923,779  
Discover Financial Services     7,398       815,186  
PROG Holdings, Inc. (a)     16,054       461,874  
SLM Corp. (b)     38,927       714,700  
Total Consumer Finance             2,915,539  
Containers & Packaging - 1.6%                
AptarGroup, Inc.     4,946       581,155  
Avery Dennison Corp.     3,809       662,652  
Crown Holdings, Inc.     7,190       899,396  
Packaging Corp. of America     5,245       818,797  
Total Containers & Packaging             2,962,000  
Distributors - 1.3%                
Genuine Parts Co.     6,095       768,092  
LKQ Corp.     16,468       747,812  
Pool Corp.     2,020       854,157  
Total Distributors             2,370,061  

 

The accompanying notes are an integral part of these financial statements.

 

8

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Diversified Financial Services - 0.6%                
Cannae Holdings, Inc. (a)     17,541     $ 419,581  
Voya Financial, Inc. (b)     10,983       728,722  
Total Diversified Financial Services             1,148,303  
Diversified Telecommunication Services - 0.9%                
AT&T, Inc.     23,900       564,757  
ATN International, Inc.     14,264       568,848  
Verizon Communications, Inc.     12,247       623,863  
Total Diversified Telecommunication Services             1,757,468  
Electrical Equipment - 1.8%                
Array Technologies, Inc. (a)(b)     23,306       262,659  
ChargePoint Holdings, Inc. (a)(b)     26,030       517,476  
FuelCell Energy, Inc. (a)(b)     48,230       277,805  
Hubbell, Inc.     3,758       690,608  
Rockwell Automation, Inc. (b)     2,646       740,958  
Romeo Power, Inc. (a)(b)     83,432       124,314  
Shoals Technologies Group, Inc. - Class A (a)(b)     19,982       340,493  
Sunrun, Inc. (a)(b)     11,491       348,982  
Total Electrical Equipment             3,303,295  
Electronic Equipment, Instruments & Components - 2.9%                
CDW Corp.     4,213       753,664  
Corning, Inc.     16,172       596,909  
IPG Photonics Corp. (a)(b)     3,295       361,659  
Itron, Inc. (a)     7,840       413,011  
Keysight Technologies, Inc. (a)     4,847       765,681  
Littelfuse, Inc.     2,642       658,941  
National Instruments Corp.     16,390       665,270  
Trimble, Inc. (a)     8,934       644,499  
Zebra Technologies Corp. - Class A (a)     1,432       592,418  
Total Electronic Equipment, Instruments & Components             5,452,052  
Entertainment - 2.3%                
Activision Blizzard, Inc.     7,498       600,665  
Liberty Media Corp. - Liberty Formula One - Class C (a)     16,054       1,121,211  
Live Nation Entertainment, Inc. (a)(b)     8,210       965,824  
Netflix, Inc. (a)     1,332       498,954  
Take-Two Interactive Software, Inc. (a)(b)     3,933       604,659  
Walt Disney Co. (a)     3,766       516,545  
Total Entertainment             4,307,858  
Food & Staples Retailing - 0.7%                
PriceSmart, Inc.     7,235       570,624  
Sysco Corp.     8,937       729,707  
Total Food & Staples Retailing             1,300,331  
Food Products - 1.1%                
Beyond Meat, Inc. (a)(b)     5,341       258,024  
Hain Celestial Group, Inc. (a)     15,940       548,335  
Lamb Weston Holdings, Inc.     9,061       542,845  
McCormick & Co., Inc.     7,882       786,623  
Total Food Products             2,135,827  

 

The accompanying notes are an integral part of these financial statements.

 

9

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
March 31, 2022 (Unaudited) (Continued)

 

 


  Shares     Value  
Health Care Equipment & Supplies - 3.0%                
Align Technology, Inc. (a)     1,283     $ 559,388  
Cooper Cos. (b)     1,810       755,838  
DexCom, Inc. (a)     1,934       989,435  
Edwards Lifesciences Corp. (a)     8,309       978,135  
IDEXX Laboratories, Inc. (a)     1,420       776,825  
ResMed, Inc. (b)     3,599       872,793  
Teleflex, Inc.     1,676       594,695  
Total Health Care Equipment & Supplies             5,527,109  
Health Care Providers & Services - 1.0%                
AMN Healthcare Services, Inc. (a)     9,430       983,832  
Henry Schein, Inc. (a)     10,037       875,126  
Total Health Care Providers & Services             1,858,958  
Health Care Technology - 0.6%                
Cerner Corp.     9,728       910,152  
Teladoc Health, Inc. (a)(b)     3,824       275,825  
Total Health Care Technology             1,185,977  
Hotels, Restaurants & Leisure - 1.3%                
Booking Holdings, Inc. (a)     298       699,838  
Chipotle Mexican Grill, Inc. (a)     489       773,613  
Hilton Worldwide Holdings, Inc. (a)     5,748       872,201  
Total Hotels, Restaurants & Leisure             2,345,652  
Household Durables - 1.2%                
GoPro, Inc. - Class A (a)(b)     59,707       509,301  
NVR, Inc. (a)     148       661,156  
Tempur Sealy International, Inc.     19,089       532,965  
TopBuild Corp. (a)     3,318       601,852  
Total Household Durables             2,305,274  
Household Products - 0.4%                
Church & Dwight Co., Inc.     8,020       797,028  
Independent Power and Renewable Electricity Producers - 1.1%                
Clearway Energy, Inc. - Class A     26,845       894,475  
Ormat Technologies, Inc. (b)     8,882       726,814  
Sunnova Energy International, Inc. (a)     17,026       392,620  
Total Independent Power and Renewable Electricity Producers             2,013,909  
Insurance - 4.0%                
American Financial Group, Inc.     7,050       1,026,621  
American National Group, Inc.     6,506       1,230,220  
Cincinnati Financial Corp.     6,818       926,975  
Citizens, Inc. (a)(b)     120,033       508,940  
Erie Indemnity Co. - Class A (b)     3,183       560,622  
Globe Life, Inc.     7,224       726,734  
Hartford Financial Services Group, Inc.     10,524       755,728  
MetLife, Inc.     11,672       820,308  
W R Berkley Corp.     14,079       937,521  
Total Insurance             7,493,669  

 

The accompanying notes are an integral part of these financial statements. 

 

10

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Interactive Media & Services - 0.5%                
Alphabet, Inc. - Class A (a)     337     $ 937,315  
Internet & Direct Marketing Retail - 1.0%                
Amazon.com, Inc. (a)     225       733,489  
eBay, Inc.     11,412       653,451  
Etsy, Inc. (a)(b)     3,446       428,269  
Total Internet & Direct Marketing Retail             1,815,209  
IT Services - 5.4%                
Akamai Technologies, Inc. (a)(b)     6,820       814,240  
Broadridge Financial Solutions, Inc.     4,574       712,218  
DXC Technology Co. (a)     22,233       725,463  
Fidelity National Information Services, Inc.     4,975       499,590  
Fiserv, Inc. (a)     5,838       591,973  
Gartner, Inc. (a)     3,807       1,132,429  
Global Payments, Inc.     3,458       473,193  
International Business Machines Corp.     5,392       701,068  
Jack Henry & Associates, Inc.     4,609       908,203  
Kyndryl Holdings, Inc. (a)     1,060       13,907  
MasterCard, Inc. - Class A     1,957       699,393  
Paychex, Inc.     7,209       983,812  
PayPal Holdings, Inc. (a)     2,862       330,990  
VeriSign, Inc. (a)     3,497       777,943  
Visa, Inc. - Class A (b)     3,297       731,176  
Total IT Services             10,095,598  
Leisure Products - 0.3%                
Hasbro, Inc.     7,375       604,160  
Life Sciences Tools & Services - 1.8%                
Bio-Techne Corp.     1,823       789,432  
Danaher Corp.     3,092       906,976  
Illumina, Inc. (a)     1,810       632,414  
West Pharmaceutical Services, Inc. (b)     2,470       1,014,454  
Total Life Sciences Tools & Services             3,343,276  
Machinery - 3.6%                
Deere & Co.     1,869       776,495  
Dover Corp.     5,101       800,347  
Energy Recovery, Inc. (a)     37,895       763,205  
Hyliion Holdings Corp. (a)(b)     65,135       288,548  
Illinois Tool Works, Inc.     3,172       664,217  
Mueller Water Products, Inc. - Class A     50,561       653,248  
Parker-Hannifin Corp.     2,224       631,082  
Watts Water Technologies, Inc. - Class A     5,869       819,254  
Westinghouse Air Brake Technologies Corp.     8,805       846,778  
Xylem, Inc.     6,654       567,320  
Total Machinery             6,810,494  
Media - 2.1%                
Discovery, Inc. - Class A (a)(b)     15,991       398,496  
John Wiley & Sons, Inc. - Class A (b)     12,990       688,860  
Liberty Broadband Corp. - Class C (a)     4,629       626,396  

 

The accompanying notes are an integral part of these financial statements.

 

11

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
New York Times Co. - Class A     13,772     $ 631,308  
Sirius XM Holdings, Inc. (b)     118,044       781,451  
TEGNA, Inc.     37,296       835,431  
Total Media             3,961,942  
Metals & Mining - 0.4%                
Compass Minerals International, Inc.     11,271       707,706  
Multiline Retail - 0.7%                
Kohl’s Corp. (b)     11,774       711,856  
Nordstrom, Inc. (b)     18,352       497,523  
Total Multiline Retail             1,209,379  
Personal Products - 0.4%                
Estee Lauder Cos., Inc. - Class A     2,398       653,023  
Pharmaceuticals - 2.2%                
Bristol-Myers Squibb Co.     11,197       817,717  
Catalent, Inc. (a)     6,599       731,829  
Merck & Co, Inc.     9,187       753,793  
Organon & Co.     912       31,856  
Pfizer, Inc.     19,660       1,017,798  
Zoetis, Inc.     4,430       835,454  
Total Pharmaceuticals             4,188,447  
Professional Services - 1.0%                
Robert Half International, Inc.     8,973       1,024,537  
Verisk Analytics, Inc.     3,945       846,715  
Total Professional Services             1,871,252  
Real Estate Investment Trusts (REITs) - 5.2%                
AGNC Investment Corp. (b)     43,648       571,789  
Annaly Capital Management, Inc. (b)     85,251       600,167  
Camden Property Trust     6,397       1,063,181  
Gladstone Land Corp. (b)     38,502       1,402,243  
Hannon Armstrong Sustainable Infrastructure                
Capital, Inc. (b)     12,557       595,579  
Hudson Pacific Properties, Inc. (b)     26,132       725,163  
Prologis, Inc.     6,620       1,068,997  
Public Storage, Inc.     2,853       1,113,469  
Regency Centers Corp. (b)     12,482       890,466  
SBA Communications Corp.     2,513       864,723  
UDR, Inc.     16,069       921,879  
Total Real Estate Investment Trusts (REITs)             9,817,656  
Road & Rail - 2.7%                
AMERCO     1,136       678,124  
CSX Corp.     21,748       814,463  
JB Hunt Transport Services, Inc.     4,156       834,483  
Landstar System, Inc. (b)     4,261       642,687  
Lyft, Inc. - Class A (a)     11,000       422,400  
Old Dominion Freight Line, Inc. (b)     2,895       864,678  
Ryder System, Inc.     9,376       743,798  
Total Road & Rail             5,000,633  

 

The accompanying notes are an integral part of these financial statements. 

 

12

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Semiconductors & Semiconductor Equipment - 7.5%                
Advanced Micro Devices, Inc. (a)     8,853     $ 967,987  
Analog Devices, Inc.     4,520       746,614  
Applied Materials, Inc.     5,228       689,050  
Enphase Energy, Inc. (a)     4,286       864,829  
First Solar, Inc. (a)(b)     7,961       666,654  
KLA Corp.     2,120       776,047  
Lam Research Corp.     1,173       630,617  
NVIDIA Corp.     5,209       1,421,328  
ON Semiconductor Corp. (a)     16,702       1,045,712  
Power Integrations, Inc. (b)     8,555       792,877  
Qorvo, Inc. (a)     3,804       472,076  
Qualcomm, Inc.     5,291       808,571  
Rambus, Inc. (a)     35,751       1,140,099  
SunPower Corp. (a)(b)     20,777       446,290  
Teradyne, Inc.     5,724       676,749  
Texas Instruments, Inc.     3,739       686,032  
Universal Display Corp. (b)     2,942       491,167  
Wolfspeed, Inc. (a)(b)     6,427       731,778  
Total Semiconductors & Semiconductor Equipment             14,054,477  
Software - 6.3%                
Adobe Systems, Inc. (a)     1,462       666,116  
Ansys, Inc. (a)     2,047       650,230  
Autodesk, Inc. (a)     2,508       537,590  
Cadence Design System, Inc. (a)     5,073       834,306  
Dolby Laboratories, Inc. - Class A     7,094       554,893  
Intuit, Inc.     1,821       875,610  
Mandiant, Inc. (a)(b)     35,513       792,295  
Microsoft Corp.     2,965       914,139  
NCR Corp. (a)     18,313       735,999  
Paycom Software, Inc. (a)     1,878       650,502  
salesforce.com, Inc. (a)     3,280       696,410  
ServiceNow, Inc. (a)     1,390       774,077  
Splunk, Inc. (a)     5,130       762,369  
Tyler Technologies, Inc. (a)     1,637       728,285  
VMware, Inc. - Class A     5,284       601,689  
Workday, Inc. - Class A (a)     2,798       670,009  
Zoom Video Communications, Inc. - Class A (a)     2,163       253,568  
Total Software             11,698,087  
Specialty Retail - 3.0%                
Advance Auto Parts, Inc.     3,825       791,622  
Bath & Body Works, Inc. (b)     11,317       540,953  
Foot Locker, Inc.     12,530       371,640  
Gap, Inc.     23,587       332,105  
Lowe’s Cos., Inc. (b)     3,690       746,081  
Ross Stores, Inc.     5,826       527,020  
TJX Cos., Inc.     10,615       643,057  
Tractor Supply Co.     3,958       923,677  

 

The accompanying notes are an integral part of these financial statements.

 

13

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 

    Shares     Value  
Victoria’s Secret & Co. (a)(b)     3,751     $ 192,651  
Williams-Sonoma, Inc. (b)     3,921       568,545  
Total Specialty Retail             5,637,351  
Technology Hardware, Storage & Peripherals - 1.6%                
3D Systems Corp. (a)(b)     25,328       422,471  
Apple, Inc.     5,713       997,547  
Hewlett Packard Enterprise Co.     44,889       750,095  
NetApp, Inc.     9,678       803,274  
Total Technology Hardware, Storage & Peripherals             2,973,387  
Thrifts & Mortgage Finance - 1.4%                
Capitol Federal Financial, Inc.     55,432       603,100  
New York Community Bancorp, Inc. (b)     57,302       614,277  
TFS Financial Corp.     35,133       583,208  
Washington Federal, Inc.     23,002       754,926  
Total Thrifts & Mortgage Finance             2,555,511  
Trading Companies & Distributors - 2.4%                
Herc Holdings, Inc. (b)     6,890       1,151,251  
MSC Industrial Direct Co., Inc. - Class A     7,893       672,563  
United Rentals, Inc. (a)     2,110       749,493  
W.W. Grainger, Inc.     1,751       903,148  
WESCO International, Inc. (a)     8,032       1,045,284  
Total Trading Companies & Distributors             4,521,739  
Water Utilities - 1.8%                
American States Water Co.     9,298       827,708  
American Water Works Co., Inc.     4,684       775,343  
California Water Service Group     12,468       739,103  
Middlesex Water Co. (b)     8,869       932,752  
Total Water Utilities             3,274,906  
Wireless Telecommunication Services - 0.4%                
T-Mobile US, Inc. (a)     5,547       711,957  
Total United States             184,783,604  
TOTAL COMMON STOCKS (Cost $162,826,153)             185,609,650  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 19.9%                
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     37,296,589       37,296,589  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $37,296,589)             37,296,589  
                 
SHORT-TERM INVESTMENTS - 0.6%                
Money Market Funds - 0.6%                
First American Government Obligations Fund - Class X, 0.18% (c)             1,075,125  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,075,125)             1,075,125  
                 
Total Investments (Cost $201,197,867) - 119.9%             223,981,364  
Liabilities in Excess of Other Assets - (19.9)%             (37,228,738 )
TOTAL NET ASSETS - 100.0%           $ 186,752,626  

 

The accompanying notes are an integral part of these financial statements.

 

14

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

 

Percentages are stated as a percent of net assets.

 


(a) Non-income producing security.

(b) All or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard  & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

15

 

Etho Climate Leadership U.S. ETF

 

STATEMENT OF ASSETS AND LIABILITIES

As of March 31, 2022 (Unaudited)

 

 

    Etho Climate
Leadership
U.S. ETF
 
ASSETS        
Investments in securities, at value*   $ 223,981,364  
Receivables:        
Dividends and interest receivable     127,616  
Securities lending income receivable     10,087  
Total Assets     224,119,067  
LIABILITIES        
Collateral received for securities loaned (Note 7)     37,296,589  
Payables:        
Management fees payable     69,852  
Total Liabilities     37,366,441  
Net Assets   $ 186,752,626  
NET ASSETS CONSIST OF:        
Paid-in capital   $ 168,515,394  
Total Distributable Earnings (Accumulated Losses)     18,237,232  
Net Assets   $ 186,752,626  
*Identified Cost:        
Investments in securities   $ 201,197,867  
         
Shares Outstanding^     3,200,000  
Net Asset Value, Offering and Redemption Price per Share   $ 58.36  

 


^ No par value, unlimited number of shares authorized

 

The accompanying notes are an integral part of these financial statements.

 

16

 

Etho Climate Leadership U.S. ETF

 

STATEMENT OF OPERATIONS
For the Period Ended March 31, 2022 (Unaudited)

 

 

    Etho Climate
Leadership
U.S. ETF
 
INVESTMENT INCOME        
Income:        
Dividends from unaffiliated securities (net of foreign witholding tax of $0)   $ 1,200,528  
Interest     218  
Securities lending income     36,043  
Total Investment Income     1,236,789  
         
Expenses:        
Management fees     425,999  
Total Expenses     425,999  
Net Investment Income     810,790  
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Unaffiliated investments     308,470  
In-Kind redemptions     836  
Net Realized Gain on Investments and In-Kind Redemptions     309,306  
Net Change in Unrealized Appreciation/Depreciation of:        
Unaffiliated investments     (4,343,661 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (4,343,661 )
Net Realized and Unrealized Loss on Investments     (4,034,355 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (3,223,565 )

 

The accompanying notes are an integral part of these financial statements.

 

17

 

Etho Climate Leadership U.S. ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
 
OPERATIONS                
Net investment income   $ 810,790     $ 1,122,668  
Net realized gain (loss) on investments and In-Kind Redemptions     309,306       24,800,863  
Net change in unrealized appreciation/depreciation of investments     (4,343,661 )     9,213,851  
Net increase (decrease) in net assets resulting from operations     (3,223,565 )     35,137,382  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total Distributions to Shareholders     (726,849 )     (1,179,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in outstanding shares     12,632,865       53,551,110  
Net increase in net assets     8,682,451       87,509,492  
                 
NET ASSETS                
Beginning of Period     178,070,175       90,560,683  
End of Period   $ 186,752,626     $ 178,070,175  
                 
Summary of share transactions is as follows:                

 

      Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
      Shares     Amount     Shares     Amount  
Shares Sold       200,000     $ 12,632,865       2,100,000     $ 120,572,535  
Shares Redeemed                   (1,150,000 )     (67,021,425 )
Net Transactions in Fund Shares       200,000     $ 12,632,865       950,000     $ 53,551,110  
                                   
Beginning Shares       3,000,000               2,050,000          
Ending Shares       3,200,000               3,000,000          

 

The accompanying notes are an integral part of these financial statements.

 

18

 

Etho Climate Leadership U.S. ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the period/year

 

 

 

    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
    Year Ended
September 30,
2017
 
Net Asset Value, Beginning of Period/Year   $ 59.36     $ 44.18     $ 39.58     $ 37.50     $ 32.01     $ 27.00  
Income from Investment Operations:                                                
Net Investment Income (Loss) 1     0.26       0.47       0.41       0.33       0.29       0.31  
Net realized and unrealized gain (loss) on investments     (1.03 )     15.17       4.54       2.08       5.51       5.09  
Total from investment operations     (0.77 )     15.64       4.95       2.41       5.80       5.40  
Less Distributions:                                                
Distributions from net investment income     (0.23 )     (0.46 )     (0.35 )     (0.33 )     (0.29 )     (0.25 )
Net realized gains                             (0.02 )     (0.14 )
Total distributions     (0.23 )     (0.46 )     (0.35 )     (0.33 )     (0.31 )     (0.39 )
Net assets value, end of period/year   $ 58.36     $ 59.36     $ 44.18     $ 39.58     $ 37.50     $ 32.01  
                                                 
Total Return     -1.31 %2     35.48 %     12.59 %     6.53 %     18.16 %     20.14 %
                                                 
Ratios/Supplemental Data:                                                
Net assets at end of period/year (000’s)   $ 186,753     $ 178,070     $ 90,561     $ 53,431     $ 35,627     $ 19,208  
Expenses to Average Net Assets     0.45 %3     0.45 %     0.45 %     0.45 %     0.45 %     0.45 %
Net Investment Income (Loss) to Average Net Assets     0.86 %3     0.83 %     1.00 %     0.88 %     0.82 %     1.03 %
Portfolio Turnover Rate     1 %2     45 %     37 %     41 %     19 %     45 %

 


1 Calculated based on average shares outstanding during the period/year.

2 Not annualized.

3 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

19

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited)

 

 

 

NOTE 1 – ORGANIZATION

 

Etho Climate Leadership U.S. ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Etho Climate Leadership Index – U.S. (“the Index”). The Fund commenced operations on November 18, 2015.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC.

 

20

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2022, the Fund did not hold any fair valued securities.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

21

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The following table presents a summary of the inputs used to value the Fund’s net assets as of March 31, 2022:

 

Etho Climate Leadership U.S. ETF

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 185,609,650     $     $     $ 185,609,650  
Short-Term Investments     1,075,125                   1,075,125  
Investments Purchased with Securities Lending Collateral*                       37,296,589  
Total Investments in Securities   $ 186,684,775     $     $     $ 223,981,364  

 

^ See Schedule of Investments for classifications by sector or country.

 

* Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 


B. Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

 

22

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 


D. Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid by the Fund on a quarterly basis. Distributions to shareholders from net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 


G. Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding by the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the Etho Climate Leadership U.S. ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Fund is not actively managed. Therefore, the Fund follows the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Fund does not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Fund’s expenses, the Fund’s performance may be below that of its index.

 

23

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that the Fund’s or its underlying index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

NOTE 4 – MANAGEMENT AND CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.

 

Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.45% of the Fund’s average daily net assets. Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

24

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The Advisor has entered into an Agreement with Etho Capital, LLC ( “Etho”), under which Etho agrees to sublicense the use of the Underlying Index to the Advisor. Etho also provides marketing support for the Fund. Etho does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment Advisor to the Fund.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2022, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2022:

 

    Purchases     Sales  
Etho Climate Leadership U.S. ETF   $ 1,109,160     $ 1,058,000  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
Etho Climate Leadership U.S. ETF   $ 12,437,483     $  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.

 

25

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2022.

 

NOTE 7 – SECURITIES LENDING

 

The Fund may lend up to 33 1⁄3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies, in which the Fund may invest cash collateral, can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of March 31, 2022, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund   Values of
Securities
on Loan
    Fund
Collateral
Received*
 
Etho Climate Leadership U.S. ETF   $ 35,811,493     $ 37,296,589  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio as shown on the Schedule of Investments, an investment with an overnight and continuous maturity.

 

26

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021, were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net
Unrealized
Appreciation
(Depreciation)
 
Etho Climate Leadership U.S. ETF   $ 183,876,941     $ 34,421,633     $ (8,158,380 )   $ 26,263,253  

 

    Undistributed
Ordinary
Income
    Undistributed
Long-Term
Gain
    Total
Distributable
Earnings
    Other
Accumulated
(Loss)
    Total
Accumulated
Gain
 
Etho Climate Leadership U.S. ETF   $ 31,915     $     $ 31,915     $ (4,107,522 )   $ 22,187,646  

 

As of September 30, 2021, the Fund had accumulated capital loss carryovers of:

 

    Capital
Loss
Carryover
ST
    Capital
Loss
Carryover
LT
    Expires  
Etho Climate Leadership U.S. ETF   $ (4,107,522 )   $       Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The Fund had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2021.

 

    Later Year
Ordinary Loss
  Post-October Loss
Etho Climate Leadership U.S. ETF   None   None

 

The tax character of distributions paid by the Fund during the fiscal periods ended March 31, 2022 and September 30, 2021 are as follows:

 

    Period Ended
March 31, 2022
    Year Ended
September 30, 2021
 
      From
Ordinary
Income
      From
Capital
Gains
      From
Ordinary
Income
      From
Capital
Gains
 
Etho Climate Leadership U.S. ETF   $ 726,849     $     $ 1,179,000     $  

 

NOTE 9 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

 

27

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C-152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

NOTE 10 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements.

 

With respect to Note 9 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

 

28

 

Etho Climate Leadership U.S. ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended March 31, 2022 (Unaudited)

 

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of Etho Climate Leadership U.S. ETF (the “Fund”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Advisory Agreement after its initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Advisory Agreement for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to the Fund by the Adviser; (ii) the investment performance of the Fund; (iii) the Adviser’s costs and profits realized in providing services to the Fund, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Fund in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as the Fund grows and whether the advisory fees for the Fund reflects these economies of scale for the benefit of the Fund; and (vi) other financial benefits to the Adviser and its affiliates resulting from services rendered to the Fund. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment process and compliance program and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Advisory Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

Nature, Extent and Quality of Services Provided by the Adviser

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Fund. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Fund; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Fund. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

29

 

Etho Climate Leadership U.S. ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

 

The Board also considered other services provided to the Fund, such as overseeing the Fund’s service providers, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Fund by the Adviser.

 

Historical Performance

The Board then considered the performance of the Fund over various time periods ending December 31, 2021, including the one-year, three-year, five-year and since inception periods. The Board also considered the Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent third party. The Board additionally reviewed the performance of the Fund as compared to its underlying index for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant for the Fund than it is for actively managed funds, given the Fund’s index-based investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of the Fund by focusing on the extent to which the Fund tracked its underlying index. The Board reviewed information regarding the Fund’s index tracking, discussing, as applicable, factors which contributed to the Fund’s tracking error. The Board noted management’s representations that the Fund’s performance in tracking its underlying index was within the range of expectations, and the Board concluded that the Fund satisfactorily tracked its underlying index. The Board further noted that it had received and would continue to receive regular reports regarding the Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale

The Board reviewed the advisory fee for the Fund and compared it to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party. Among other information, the Board noted that the advisory fee of the Fund was slightly higher than the average expense ratio of its peer group and higher than the median expense ratio of its peer group. The Board took into consideration management’s discussion of the fees, including that the Fund has a niche investment strategy that is substantially different than the strategies of many of the funds in the peer group and, therefore, the information provided about the comparable ETFs may not provide meaningful direct comparisons to the Fund.

 

The Board noted the importance of the fact that the advisory fee for the Fund is a “unified fee,” meaning that the shareholders of the Fund pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Fund, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Fund’s other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for the Fund is reasonable in light of the factors considered.

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Fund, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information with respect to the Fund and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments received from partners involved with the Fund. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to the Fund was not excessive in view of the nature, extent and quality of services provided to the Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Fund.

 

30

 

Etho Climate Leadership U.S. ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

 

 

In addition, the Board considered whether economies of scale may be realized for the Fund. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Fund grows in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Fund and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Fund. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Fund were necessary.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser provides to the Fund; and (c) approved the renewal of the Advisory Agreement for another year.

 

31

 

Etho Climate Leadership U.S. ETF

 

Expense Example

Period Ended March 31, 2022 (Unaudited)

 

 

 

As a shareholder of Etho Climate Leadership U.S. ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2021 to March 31, 2022).

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Etho Climate Leadership U.S. ETF

 

    Beginning
Account
Value
October 1,
2021
    Ending
Account
Value
March 31,
2022
    Expenses
Paid
During
the
Period^
    Annualized
Expense
Ratio
During
Period
October 1,
2021 to
March 31,
2022
 
Actual   $ 1,000.00     $ 986.90     $ 2.23       0.45 %
Hypothetical (5% annual)   $ 1,000.00     $ 1,022.69     $ 2.27       0.45 %

 

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2021 to March 31, 2022).

 

32

 

Etho Climate Leadership U.S. ETF

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

March 31, 2022 (Unaudited)

 

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of the Etho Climate Leadership U.S. ETF (the “Fund”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews the Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that the Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in the Fund. This risk is managed by monitoring the degree of liquidity of the Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of the Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting the Fund were noted in the report and it was represented that, as of December 31, 2021, the Fund was primarily highly liquid and, during the Reporting Period, the Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure the Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

 

33

 

Etho Climate Leadership U.S. ETF

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited)

 

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

Fund Name Qualified Dividend Income
Etho Climate Leadership U.S. ETF 100.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

Fund Name Dividends Received Deduction
Etho Climate Leadership U.S. ETF 100.00%

 

Short Term Capital Gain

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

Fund Name Short-Term Capital Gain
Etho Climate Leadership U.S. ETF 0.00%

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.etfmgfunds.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on the Fund’s website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.etfmgfunds.com. Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

34

 

Etho Climate Leadership U.S. ETF

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A. Flanagan, (1946) Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A. Tanczos (1978) Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

35

 

Etho Climate Leadership U.S. ETF

 

Board of Trustees (Continued)

 

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Terry Loebs (1963) Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None

 

36

 

Advisor

ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services
615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006

 


 

 

 

 

 

 

 

 

 

 

Semi-Annual Report 

March 31, 2022 

(Unaudited)

 

 

 

 

BlueStar Israel Technology ETF 

Ticker: ITEQ

 

 

 

 

 

 

 

 

The fund is a series of ETF Managers Trust.

 

 

 

BlueStar Israel Technology ETF

 

TABLE OF CONTENTS 

March 31, 2022 (Unaudited)

 

  

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment 3
   
Top 10 Holdings 4
   
Important Disclosures and Key Risk Factors 5
   
Portfolio Allocations 6
   
Schedule of Investments 7
   
Statement of Assets and Liabilities 11
   
Statement of Operations 12
   
Statements of Changes in Net Assets 13
   
Financial Highlights 14
   
Notes to the Financial Statements 15
   
Approval of Advisory Agreement and Board Considerations 24
   
Expense Example 27
   
Statement Regarding Liquidity Risk Management Program 28
   
Supplementary Information 29
   
Information About Portfolio Holdings 30
   
Information About Proxy Voting 30
   
Trustees and Officers Table 31

 

 

 

BlueStar Israel Technology ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the BlueStar Israel Technology ETF (“ITEQ” or the “Fund”). The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022.

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the BlueStar Israel Global Technology IndexTM (the “Index”).

 

Over the 6-month period ending March 31, 2022, the total return for the Fund was -15.27% while the total return for the Index, which does not incur Fund expenses, was -15.22%. The best performers in the Fund, on the basis of contribution to its return, were Check Point Software Tech, Solaredge Technologies Inc, Elbit Systems Ltd, Tower Semiconductor Ltd and Amdocs Ltd while the worst performers were Wix.Com Ltd, Fiverr International Ltd, Nice Ltd - Spon Adr, Kornit Digital Ltd and Inmode Ltd.

 

At the end of the reporting period, the Fund saw an allocation of 68.24% to Information Technology, 7.87% to Industrials and 6.5% to Health Care. The portfolio securities of the Fund were exposed predominately to Israel at 56.11%, followed by 42.37% to the United States

 

We continue to believe Israeli companies play an essential role in the global high technology value chain. Most technology users, from online shoppers to Fortune 500 companies, are unaware that they use Israeli technology applications and solutions every day. From cybersecurity and defense to clean energy and agriculture, Israeli innovations power some of the biggest names in the technology industry today.

 

Even in industries where Israeli companies do not have dominant individual market share, the collective footprint of Israeli companies is significant in many key technology subsectors, and Israel-based Research & Development and non-public companies are usually significant contributors to that same sub-industry’s ecosystem.

 

There is much ahead for Israeli technology companies and we are thankful you have joined us. You can find further details about ITEQ by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS. (1-844-383-6477).

 

Sincerely,

 

Sincerely,

 

 

 

Samuel Masucci III 

Chairman of the Board

  

2 

 

BlueStar Israel Technology ETF 

Growth of $10,000 (Unaudited)

 

 

                         
                         
Average Annual Returns
Period Ended March 31, 2022
  1 Year
Return
    5 Year
Return
    Since
Inception
(11/2/2015)
    Value of
$10,000
(3/31/2022)
 
BlueStar Israel Technology ETF (NAV)     -13.66 %     14.90 %     13.75 %   $ 22,837  
BlueStar Israel Technology ETF (Market)     -13.84 %     14.80 %     13.74 %   $ 22,823  
S&P 500 Index     15.65 %     15.99 %     14.87 %   $ 24,321  
BlueStar Israel Global Technology IndexTM     -13.87 %     15.80 %     14.61 %   $ 23,971  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 2, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

3 

 

BlueStar Israel Technology ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*

 

  Security % of Total
Investments
 
1 Check Point Software Technologies, Ltd. 9.34%  
2 SolarEdge Technologies, Inc. 7.39%  
3 Amdocs, Ltd. 5.80%  
4 Nice, Ltd. 5.64%  
5 CyberArk Software, Ltd. 4.34%  
6 Elbit Systems, Ltd. 3.96%  
7 Wix.com, Ltd. 3.33%  
8 Novocure, Ltd. 3.10%  
9 Tower Semiconductor Ltd. 2.97%  
10 Varonis Systems, Ltd. 2.59%  

 

Top Ten Holdings = 48.46% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings.

  

4 

 

BlueStar Israel Technology ETF

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

ITEQ

 

The BlueStar Israel Technology ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the BlueStar Israel Global Technology Index (the “Index”).

 

The Fund invests in Israeli companies. Foreign investing involves special risks such as currency fluctuations and political uncertainty. Funds that invest in smaller companies may experience greater volatility. Funds that emphasize investments in technology generally will experience greater price volatility. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund.

 

ETF shares are not individually redeemable, and owners of the shares may acquire those shares from the Fund and tender those shares for redemption to the Fund in Creation Units only, in blocks of 50,000 shares.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

Distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with BlueStar Indexes.

 

5 

 

BlueStar Israel Technology ETF

 

PORTFOLIO ALLOCATIONS 

As of March 31, 2022 (Unaudited)

 

 

    BlueStar  
Israel
Technology
ETF
 
As a percent of Net Assets:        
Cayman Islands     0.6 %
Gibraltar     0.5  
Guernsey     6.6  
Israel     66.9  
Jersey     3.6  
United States     21.1  
Short-Term and other Net Assets (Liabilities)     0.7  
      100.0 %

 

6 

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

    Shares     Value  
COMMON STOCKS - 99.3%                
Cayman Islands - 0.6%                
Software - 0.6% (d)                
Sapiens International Corp. NV     34,474     $ 875,295  
                 
Gibraltar - 0.5%                
Hotels, Restaurants & Leisure - 0.5%                
888 Holdings PLC     297,058       719,973  
                 
Guernsey - 6.6%                
IT Services - 6.6%                
Amdocs, Ltd.     114,342       9,400,056  
                 
Israel - 66.9%                
Aerospace & Defense - 5.2%                
Elbit Systems, Ltd. (a)     29,130       6,421,709  
RADA Electronic Industries, Ltd. (a)(b)     65,244       908,849  
Total Aerospace & Defense             7,330,558  
Auto Components - 0.1%                
REE Automotive, Ltd. (a)(b)     97,207       184,693  
Biotechnology - 0.2%                
Kamada, Ltd. (b)     53,682       299,438  
Capital Markets - 0.3%                
Electreon Wireless, Ltd. (b)     7,399       358,925  
Communications Equipment - 2.5%                
AudioCodes, Ltd.     27,564       704,260  
BATM Advanced Communications, Ltd.     361,591       248,901  
Ceragon Networks, Ltd. (b)     119,442       254,411  
Gilat Satellite Networks, Ltd. (b)     58,633       516,557  
Ituran Location and Control, Ltd.     13,580       312,612  
Radware, Ltd. (a)(b)     38,542       1,232,188  
Silicom, Ltd. (b)     8,356       328,976  
Total Communications Equipment             3,597,905  
Diversified Financial Services - 1.3%                
Plus500, Ltd.     104,725       1,943,198  
Diversified Telecommunication Services - 3.0%                
Bezeq The Israeli Telecommunication Corp., Ltd.     2,421,317       4,166,416  
Electrical Equipment - 0.1%                
Augwind Energy Tech Storage, Ltd. (b)     18,871       154,405  
Electronic Equipment, Instruments & Components - 0.6%                
Arbe Robotics, Ltd. (a)(b)     53,497       372,339  
Innoviz Technologies, Ltd. (a)(b)     123,876       448,431  
Total Electronic Equipment, Instruments & Components             820,770  

 

The accompanying notes are an integral part of these financial statements.

 

7 

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
Health Care Equipment & Supplies - 2.0%                
Inmode, Ltd. (b)     59,246     $ 2,186,770  
Nano-X Imaging, Ltd. (a)(b)     44,546       482,879  
Sisram Medical, Ltd.     226,209       262,789  
Total Health Care Equipment & Supplies             2,932,438  
Household Durables - 0.6%                
Maytronics, Ltd.     47,033       922,362  
Independent Power and Renewable Electricity Producers - 2.0%                
Doral Group Renewable Energy Resources, Ltd. (b)     76,584       350,869  
Energix-Renewable Energies, Ltd.     221,684       851,001  
Enlight Renewable Energy, Ltd. (b)     679,536       1,600,724  
Total Independent Power and Renewable Electricity Producers             2,802,594  
Interactive Media & Services - 0.9%                
Taboola.com, Ltd. (a)(b)     242,447       1,251,027  
Internet & Direct Marketing Retail - 2.0%                
Fiverr International, Ltd. (a)(b)     35,976       2,736,695  
IT Services - 5.3%                
Formula Systems 1985, Ltd.     8,308       835,200  
Matrix IT, Ltd.     33,333       872,209  
One Software Technologies, Ltd.     25,929       451,367  
Wix.com, Ltd. (b)     51,663       5,396,717  
Total IT Services             7,555,493  
Life Sciences Tools & Services - 0.2%                
Compugen, Ltd. (a)(b)     92,693       298,471  
Machinery - 2.6%                
Kornit Digital, Ltd. (b)     45,184       3,736,265  
Media - 1.1%                
Perion Network Ltd. (b)     36,531       821,582  
Tremor International, Ltd. (b)     104,783       814,875  
Total Media             1,636,457  
Semiconductors & Semiconductor Equipment - 6.1%                
Camtek, Ltd. (b)     29,491       898,296  
Nova, Ltd. (b)     27,421       2,985,598  
Tower Semiconductor, Ltd. (b)     99,629       4,822,044  
Total Semiconductors & Semiconductor Equipment             8,705,938  
Software - 29.1% (d)                
Allot Communications, Ltd. (b)     37,782       306,034  
Cellebrite DI, Ltd. (a)(b)     54,590       349,376  
Check Point Software Technologies, Ltd. (b)     109,511       15,140,990  
Cognyte Software, Ltd. (b)     59,677       674,947  
CyberArk Software, Ltd. (b)     41,670       7,031,813  
Hilan, Ltd.     11,376       705,497  
ironSource, Ltd. (b)     446,890       2,145,072  
Jfrog, Ltd. (b)     64,182       1,729,705  
Magic Software Enterprises, Ltd.     23,067       405,883  
Monday.com, Ltd. (b)     16,498       2,607,839  
Nice, Ltd. - ADR (a)(b)     41,750       9,143,249  

 

The accompanying notes are an integral part of these financial statements.

 

8 

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
Riskified, Ltd. (b)     38,607     $ 233,186  
SimilarWeb, Ltd. (a)(b)     20,735       268,518  
Tufin Software Technologies, Ltd. (b)     39,016       348,413  
WalkMe, Ltd. (b)     28,451       429,326  
Total Software             41,519,848  
Technology Hardware, Storage & Peripherals - 1.7%                
Nano Dimension, Ltd. - ADR (a)(b)     290,762       1,035,113  
Stratasys, Ltd. (b)     54,305       1,378,804  
Total Technology Hardware, Storage & Peripherals             2,413,917  
Total Israel             95,367,813  
                 
Jersey - 3.6%                
Health Care Equipment & Supplies - 3.6%                
Novocure, Ltd. (a)(b)     60,695       5,028,580  
                 
United States - 21.1%                
Biotechnology - 0.2%                
Lineage Cell Therapeutics, Inc. (b)     192,627       296,646  
Pluristem Therapeutics, Inc. (b)     1       2  
Total Biotechnology             296,648  
Electronic Equipment, Instruments & Components – 0.3%                
Vishay Precision Group, Inc. (b)     13,690       440,134  
Entertainment - 1.5%                
Playtika Holding Corp. (b)     113,787       2,199,503  
Independent Power & Renewable Energy - 2.4%                
Ormat Technologies, Inc.     42,817       3,465,774  
Insurance - 0.9%                
Lemonade, Inc. (a)(b)     49,542       1,306,423  
IT Services - 0.7%                
Payoneer Global, Inc. (b)     219,990       981,155  
Pharmaceuticals - 0.3%                
Oramed Pharmaceuticals, Inc. (b)     49,289       426,350  
Semiconductors & Semiconductor Equipment - 9.0%                
CEVA, Inc. (b)     21,942       891,942  
SolarEdge Technologies, Inc. (a)(b)     37,192       11,989,585  
Total Semiconductors & Semiconductor Equipment             12,881,527  
Software - 5.8% (d)                
LivePerson, Inc. (b)     53,112       1,296,995  
Varonis Systems, Inc. (a)(b)     88,256       4,195,690  
Verint Systems, Inc. (b)     54,785       2,832,385  
Total Software             8,325,070  
Total United States             30,322,584  
TOTAL COMMON STOCKS (Cost $151,850,378)             141,714,301  

 

The accompanying notes are an integral part of these financial statements.

 

9 

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL - 14.1%                
Mount Vernon Liquid Assets Portfolio, LLC 0.41% (c)     20,117,427     $ 20,117,427  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $20,117,427)             20,117,427  
                 
SHORT-TERM INVESTMENTS - 0.2%                
Money Market Funds - 0.2%                
First American Government Obligations Fund - Class X, 0.18% (c)     356,072       356,072  
TOTAL SHORT-TERM INVESTMENTS (Cost $356,072)             356,072  
                 
Total Investments (Cost $172,323,877) - 113.6%             162,187,800  
Liabilities in Excess of Other Assets - (13.6)%             (19,382,250 )
TOTAL NET ASSETS - 100.0%           $ 142,805,550  

 

Percentages are stated as a percent of net assets.

 

PLC Public Limited Company
ADR American Depositary Receipt

(a) This security or a portion of this security was out on loan at March 31, 2022.

(b) Non-income producing security.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022 the Fund had a significant portion of its assets in the Software Industry.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

10 

 

BlueStar Israel Technology ETF

 

STATEMENT OF ASSETS AND LIABILITIES 

As of March 31, 2022 (Unaudited)

 

 

    BlueStar  
    Israel  
    Technology
ETF
 
ASSETS        
Investments in securities, at value*   $ 162,187,800  
Foreign currency*     6,268  
Receivables:        
Receivable for investments sold     680,614  
Dividends and interest receivable     109,574  
Securities lending income receivable     29,180  
Total Assets     163,013,436  
LIABILITIES        
Collateral received for securities loaned (Note 7)     20,117,427  
Payables:        
Unitary fees payable     90,459  
Total Liabilities     20,207,886  
Net Assets   $ 142,805,550  
NET ASSETS CONSIST OF:        
Paid-in capital   $ 149,920,296  
Total distributable earnings (accumulated losses)     (7,114,746 )
Net Assets   $ 142,805,550  
         
*Identified Cost:        
Investments in securities   $ 172,323,877  
Foreign currency     6,335  
         
Shares Outstanding^     2,550,000  
Net Asset Value, Offering and Redemption Price per Share   $ 56.00  

 

^ No par value, unlimited number of shares authorized

 

The accompanying notes are an integral part of these financial statements.

 

11 

 

BlueStar Israel Technology ETF

 

STATEMENT OF OPERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

 

    BlueStar  
    Israel  
    Technology
ETF
 
INVESTMENT INCOME        
Income:        
Dividends from securities (net of foreign withholdings tax and issuance fees of $39,515)   $ 186,080  
Interest     94  
Securities lending income     128,275  
Total Investment Income     314,449  
         
Expenses:        
Unitary Fees     628,153  
Miscellaneous Expense     3,240  
Total Expenses     631,393  
Net Investment Loss     (316,944 )
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Unaffiliated investments     (9,081,473 )
In-Kind redemptions     22,191,250  
Foreign currency and foreign currency translation     (10,336 )
Net Realized Gain on Investments and In-Kind Redemptions     13,099,441  
Net Change in Unrealized Appreciation/Depreciation of: Unaffiliated investments     (41,523,433 )
Foreign currency and foreign currency translation     7  
Net Change in Unrealized Appreciation/Depreciation of Investments     (41,523,426 )
Net Realized and Unrealized Loss on Investments     (28,423,985 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (28,740,929 )

 

The accompanying notes are an integral part of these financial statements.

 

12 

 

BlueStar Israel Technology ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

  

    Period Ended        
    March 31,     Year Ended  
    2022     September 30,  
    (Unaudited)     2021  
OPERATIONS                
Net investment loss   $ (316,944 )   $ (40,497 )
Net realized gain on investments and in-kind redemptions     13,099,441       26,468,417  
Net change in unrealized appreciation/depreciation of investments     (41,523,426 )     (4,592,205 )
Net increase (decrease) in net assets resulting from operations     (28,740,929 )     21,835,715  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings           (1,110,500 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (20,126,125 )     43,145,340  
Net increase (decrease) in net assets     (48,867,054 )     63,870,555  
                 
NET ASSETS                
Beginning of Period     191,672,604       127,802,049  
End of Period   $ 142,805,550     $ 191,672,604  

 

Summary of share transactions is as follows:

 

      Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
      Shares     Amount      Shares     Amount  
Shares Sold       500,000     $ 32,256,255       1,500,000     $ 103,500,515  
Shares Redeemed       (850,000 )     (52,382,380 )     (900,000 )     (60,355,175 )
Net Transactions in Fund Shares       (350,000 )   $ (20,126,125 )     600,000     $ 43,145,340  
                                   
Beginning Shares       2,900,000               2,300,000          
Ending Shares       2,550,000               2,900,000          

 

The accompanying notes are an integral part of these financial statements.

 

13 

 

BlueStar Israel Technology ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout each period/year

 

 

    Period Ended                                
    March 31,     Year Ended     Year Ended     Year Ended     Year Ended     Year Ended  
    2022     September 30,     September 30,     September 30,     September 30,     September 30,  
    (Unaudited)     2021     2020     2019     2018     2017  
                                                 
Net Asset Value, Beginning of Period/Year   $ 66.09     $ 55.57     $ 39.92     $ 36.03     $ 31.38     $ 25.58  
Income (Loss) from Investment Operations:                                                
Net investment income (loss) 1     (0.12 )     (0.01 )     (0.06 )     (0.04 )     0.04       0.02  
Net realized and unrealized gain (loss) on investments     (9.97 )     10.97       15.71       4.03       4.78       5.87  
Total from investment operations     (10.09 )     10.96       15.65       3.99       4.82       5.89  
Less Distributions:                                                
Distributions from net investment income           (0.44 )           (0.09 )     (0.17 )     (0.09 )
Return of capital                       (0.01 )            
Total Distributions           (0.44 )           (0.10 )     (0.17 )     (0.09 )
Net Asset Value, end of period/year   $ 56.00     $ 66.09     $ 55.57     $ 39.92     $ 36.03     $ 31.38  
Total Return     -15.27 %2     19.76 %     39.20 %     11.17 %     15.41 %     23.16 %
                                                 
Ratios/Supplemental Data:                                                
Net assets at end of period/year (000’s)   $ 142,806     $ 191,673     $ 127,802     $ 73,847     $ 61,243     $ 23,538  
Expenses to Average Net Assets     0.75 %3     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Net Investment Income (Loss) to Average Net Assets     -0.38 %3     -0.02 %     -0.12 %     -0.12 %     0.12 %     0.07 %
Portfolio Turnover Rate     13 %2     21 %     19 %     24 %     11 %     19 %

 

1 Calculated based on average shares outstanding during the period/year.
2 Not annualized.
3 Annualized.

 

The accompanying notes are an integral part of these financial statements.

 

14 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited)

 

 

NOTE 1 – ORGANIZATION

 

BlueStar Israel Technology ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the BlueStar Israel Global Technology IndexTM (BIGITechTM” or the “Index”). The Fund commenced operations on November 2, 2015.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC.

 

15 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations. As of March 31, 2022, the Fund did not hold any fair valued securities.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Fund’s net assets as of March 31, 2022:

  

16 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

  

BlueStar Israel Technology ETF

 

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 141,714,301     $     $     $ 141,714,301  
Short-Term Investments     356,072                   356,702  
Investments Purchased with Securities Lending Collateral*                       20,117,427  
Total Investments in Securities   $ 142,070,373     $     $     $ 162,187,800  

  

^ See Schedule of Investments for classifications by country and industry.

 

* Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 


B. Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

17 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

  


E. Distributions to Shareholders. Distributions to shareholders from net investment income, if any are generally declared and paid by the Fund on a quarterly basis. Net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 


G. Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the BlueStar Israel Technology ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Fund is not actively managed. Therefore, the Fund follows the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Fund does not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Fund’s expenses, the Fund’s performance may be below that of its index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

18 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that the Fund’s or its underlying index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust.

 

Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.75% of the Fund’s average daily net assets. Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

19 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

The Advisor has entered into an Agreement with BlueStar Global Investors LLC (“BlueStar”), under which BlueStar agrees to sublicense the use of the Underlying Index from BlueStar Indexes for use by the Advisor and the Fund. BlueStar also provides marketing support for the Fund, including distributing marketing materials related to the Fund. BlueStar does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund. Additionally, BlueStar is not involved in the maintenance of the Underlying Index and does not otherwise act in the capacity of an index provider.

 

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (the “Administrator”), provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2022, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2022:

 

    Purchases     Sales  
BlueStar Israel Technology ETF   $ 21,841,858     $ 24,738,255  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2022:

 

    Purchases In-     Sales In-  
    Kind     Kind  
BlueStar Israel Technology ETF   $ 30,165,760     $ 48,043,471  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2022.

 

20 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

  

NOTE 7 – SECURITIES LENDING

 

The Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earns interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which the Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of March 31, 2022, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

 

    Values of
Securities
    Fund
Collateral
 
Fund   on Loan     Received*  
BlueStar Israel Technology ETF   $ 19,424,874     $ 20,117,427  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, an investment with an overnight and continuous maturity, as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

                      Net  
          Gross     Gross     Unrealized  
          Unrealized     Unrealized     Appreciation  
    Cost     Appreciation     Depreciation     (Depreciation)  
BlueStar Israel Technology ETF   $ 190,434,738     $ 45,823,728     $ (18,480,511 )   $ 27,343,217  

 

21 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

  

    Undistributed     Undistributed     Total     Other     Total  
    Ordinary     Long-Term     Distributable     Accumulated     Accumulated  
    Income     Gain     Earnings     (Loss)     Gain  
BlueStar Israel                                        
Technology ETF   $     $     $     $ (5,717,034 )   $ 21,626,183  

 

As of September 30, 2021, the Fund had accumulated capital loss carryovers of:

 

    Capital     Capital        
    Loss     Loss        
    Carryover     Carryover        
    ST     LT     Expires  
BlueStar Israel Technology ETF   $ (4,365,558 )   $ (1,351,476 )     Indefinite  

  

Under current tax law, capital and currency losses realized after October 31 of a fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The Fund had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2021.

 

  Later Year    
  Ordinary Loss   Post-October Loss
BlueStar Israel Technology ETF None   None

 

The tax character of distributions paid by the Fund during the fiscal periods ended March 31, 2022 and September 30, 2021 are as follows:

 

 

    Period Ended  
March 31, 2022
  Year Ended
September 30, 2021
 
    From   From   From   From  
    Ordinary   Capital   Ordinary   Capital  
    Income   Gains   Income   Gains  
BlueStar Israel Technology ETF   $   $   $ 993,321   $ 117,179  

  

NOTE 9 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

  

22 

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

March 31, 2022 (Unaudited) (Continued)

 

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C-152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

NOTE 10 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements.

 

With respect to Note 9 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

 

23 

 

BlueStar Israel Technology ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS 

For the Period Ended March 31, 2022 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of BlueStar Israel Technology ETF (the “Fund”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Advisory Agreement after its initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Advisory Agreement for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to the Fund by the Adviser; (ii) the investment performance of the Fund; (iii) the Adviser’s costs and profits realized in providing services to the Fund, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Fund in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as the Fund grows and whether the advisory fees for the Fund reflects these economies of scale for the benefit of the Fund; and (vi) other financial benefits to the Adviser and its affiliates resulting from services rendered to the Fund. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment process and compliance program and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Advisory Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

Nature, Extent and Quality of Services Provided by the Adviser 

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Fund. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Fund; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Fund. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

24 

 

BlueStar Israel Technology ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS 

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

The Board also considered other services provided to the Fund, such as overseeing the Fund’s service providers, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Fund by the Adviser.

 

Historical Performance 

The Board then considered the performance of the Fund over various time periods ending December 31, 2021, including the one-year, three-year, five-year and since inception periods. The Board also considered the Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent third party. The Board additionally reviewed the performance of the Fund’s underlying index for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant for the Fund than it is for actively managed funds, given the Fund’s index-based investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of the Fund by focusing on the extent to which the Fund tracked its underlying index. The Board reviewed information regarding the Fund’s index tracking, discussing, as applicable, factors which contributed to the Fund’s tracking error. The Board noted that the Fund had underperformed its underlying index over certain periods, but that such underperformance was, at least in part, a result of costs incurred by the Fund not incurred by its underlying index. The Board considered other factors that contributed to the Fund’s tracking error, including cash drag and the process of rebalancing the Fund’s portfolio. The Board noted management’s representations that the Fund’s performance in tracking its underlying index was within the range of expectations. The Board concluded that, after taking these factors into account, the Fund satisfactorily tracked its underlying index. The Board further noted that it had received and would continue to receive regular reports regarding the Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale 

The Board reviewed the advisory fee for the Fund and compared it to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party. Among other information, the Board noted that the advisory fee for the Fund was higher than the average and median expense ratios for its peer group. The Trustees also considered the total expense ratios of other ETFs that they considered to be comparable, based on the investment objectives and strategies of the ETFs. The Board took into consideration management’s discussion of the fees, including the research involved in the construction of the underlying index.

 

The Board noted the importance of the fact that the advisory fee for the Fund is a “unified fee,” meaning that the shareholders of the Fund pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Fund, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Fund’s other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for the Fund is reasonable in light of the factors considered.

 

25 

 

BlueStar Israel Technology ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS 

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Fund, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information with respect to the Fund and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to partners involved with the Fund. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to the Fund was not excessive in view of the nature, extent and quality of services provided to the Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Fund.

 

In addition, the Board considered whether economies of scale may be realized for the Fund. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Fund grows in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Fund and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Fund. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Fund were necessary.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser provides to the Fund; and (c) approved the renewal of the Advisory Agreement for another year.

 

26 

 

BlueStar Israel Technology ETF

 

EXPENSE EXAMPLE 

Period Ended March 31, 2022 (Unaudited)

 

 

As a shareholder of BlueStar Israel Technology ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2021 to March 31, 2022).

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

BlueStar Israel Technology ETF 

 

                Annualized  
                Expense  
                Ratio  
                During  
    Beginning   Ending   Expenses   Period  
    Account   Account   Paid   October 1,  
    Value   Value   During   2021 to  
    October 1,   March 31,   the   March 31,  
    2021   2022   Period^   2022  
Actual   $ 1,000.00   $ 847.30   $ 3.45     0.75 %
Hypothetical (5% annual)   $ 1,000.00   $ 1,021.19   $ 3.78     0.75 %

  

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2021 to March 31, 2022).

 

27 

 

BlueStar Israel Technology ETF

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM 

Period Ended March 31, 2022 (Unaudited)

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of the BlueStar Israel Technology ETF (the “Fund”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews the Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that the Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in the Fund. This risk is managed by monitoring the degree of liquidity of the Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of the Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting the Fund were noted in the report and it was represented that, as of December 31, 2021, the Fund was primarily highly liquid and, during the Reporting Period, the Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure the Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

 

28 

 

BlueStar Israel Technology ETF

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows: 

Fund Name Qualified Dividend Income
Bluestar Israel Technology ETF 41.70%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows: 

Fund Name Dividends Received Deduction
Bluestar Israel Technology ETF 12.20%

 

Short Term Capital Gain 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the Fund were as follows: 

Fund Name Short-Term Capital Gain
Bluestar Israel Technology ETF 0.00%

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

            Per Share      
    Gross       Gross          
    Foreign   Foreign   Foreign   Foreign   Shares  
    Source   Taxes   Source   Taxes   Outstanding  
Fund   Income   Passthrough   Income   Passthrough   at 9/30/21  
BlueStar Israel Technology ETF   905,107   128,882   0.31210579   0.04444216   2,900,000  

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

29 

 

BlueStar Israel Technology ETF

 

SUPPLEMENTARY INFORMATION 

March 31, 2022 (Unaudited) (Continued)

 

  

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.iteqetf.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on the Fund’s website www.iteqetf.com daily

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.iteqetf.com.

 

Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.iteqetf.com. Read the prospectus carefully before investing.

  

30 

 

BlueStar Israel Technology ETF

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers      
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A. Flanagan, (1946) Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A. Tanczos (1978) Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

  

31 

 

BlueStar Israel Technology ETF

 

Board of Trustees (Continued)

 

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Terry Loebs (1963) Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None

 

32 

 

Advisor 

ETF Managers Group, LLC 

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor 

ETFMG Financial LLC 

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian 

U.S. Bank National Association 

Custody Operations 

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent 

U.S. Bank, National Association 

Securities Lending 

800 Nicolet Mall 

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm 

WithumSmith + Brown, PC 

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel 

Sullivan & Worcester LLP 

1666 K Street NW, Washington, DC 20006

 

 

 

 

Semi-Annual Report

March 31, 2022

(Unaudited)

 

Wedbush ETFMG Video Game Tech ETF

 

 

 

Wedbush ETFMG Global Cloud Technology ETF

 

 

 

 

 

 

The funds are series of ETF Managers Trust.

 

 

 

 

Wedbush ETFMG TM ETF

 

TABLE OF CONTENTS 

March 31, 2022 ((Unaudited) 

 

 

Shareholder Letter Page  
2  
Growth of $10,000 Investment – IVES 3  
Top 10 Holdings – IVES 4  
Growth of $10,000 Investment - GAMR 5  
Top 10 Holdings - GAMR 6  
Important Disclosures and Key Risk Factors 7  
Portfolio Allocations 9  
Schedule of Investments 10  
Statements of Assets and Liabilities 20  
Statements of Operations 21  
Statements of Changes in Net Assets 22  
Financial Highlights 24  
Notes to the Financial Statements 26  
Approval of Advisory Agreements and Board Considerations 37  
Expense Example 40  
Statement Regarding Liquidity Risk Management Program 41  
Supplementary Information 42  
Information About Portfolio Holdings 43  
Information About Proxy Voting 43  
Trustees and Officers Table 44  

 

 

 

Wedbush ETFMG TM ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs. The following information pertains to the fiscal period from October 1, 2021 to March 31, 2022

 

Performance Overview

 

During the 6-month period ended March 31, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 6.94%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 2.81%. Below is a performance overview for each fund for the same 6-month period.

 

Wedbush ETFMG Global Cloud Technology ETF (IVES)*

 

The Wedbush ETFMG Global Cloud Technology ETF (“IVES”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Dan Ives Global Cloud Technology Prime Index (the “Index”).

 

Over the period, the total return for IVES was -21.63%, while the total return for the Index was -21.35%. The best performers in IVES, on the basis of contribution to return, were Pure Storage Inc - Class A, Citrix Systems Inc, Cloudflare Inc - Class A, Cyrusone Inc and Switch Inc - A. while the worst performers were Sinch Ab, Kingsoft Cloud Holdings-Adr, Elastic Nv, Coupa Software Inc and Chinasoft International Ltd.

 

At the end of the reporting period, IVES saw an allocation of 96.38% to Information Technology, 2.75% to Real Estate and 0.15% to Communication Services. The portfolio securities of IVES were exposed predominately to the United Sates at 54.45%, 10.56% to Japan and 9.11% to Canada.

 

Wedbush ETFMG Video Game Tech ETF (GAMR)**

 

The Wedbush ETFMG Video Game Tech ETF (“GAMR”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the EEFund Video Game Tech Index (the “Index”).

 

Over the period, the total return for GAMR was -6.62%, while the total return for the Index was -6.36%. The best performers in GAMR, on the basis of contribution to return, were Wemade Co Ltd, Gree Inc, Razer Inc, Nexon Co Ltd and Zynga Inc - Cl A. while the worst performers were Skillz Inc, Stillfront Group Ab, Bilibili Inc-Sponsored Adr, Krafton Inc and Sciplay Corp-Class A.

 

At the end of the reporting period, GAMR saw an allocation of 74.2% to Communication Services, 19.36% to Information Technology and 5.21% to Consumer Discretionary. The portfolio securities of GAMR were exposed predominately to the United States at 30.94%, 18.28% to Korea and 16.58% to Japan.

 

You can find further details about IVES* and GAMR** by visiting www.etfmg.com, or by calling 1-844-383-6477.

 

Sincerely,

 

 

Samuel Masucci III 

Chairman of the Board

 

 

2 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF 

Growth of $10,000 (Unaudited)

 

 

 

 

Average Annual Returns   1 Year   5 Year   Since
Inception
  Value of
$10,000
Period Ended March 31, 2022   Return   Return   (3/8/2016)   (3/31/2022)
Wedbush ETFMG Global Cloud Technology ETF (NAV)   -15.60%   8.33%   8.93%   $16,795
Wedbush ETFMG Global Cloud Technology ETF (Market)   -15.64%   8.37%   8.99%   $16,853
S&P 500 Index   15.65%   15.99%   16.79%   $25,629
Dan Ives Global Cloud Technology Prime Index*   -15.11%   8.38%   8.82%   $16,699

 

* On April 7, 2020, the Fund’s investment objective and principal investment strategy were substantially revised; therefore, the performance and average annual total returns shown for periods prior to April 7, 2020 is likely to have differed had the Fund’s current investment strategy been in effect during those periods. The Fund’s prior investment objective sought to provide investment results that corresponded to the performance of the Reality Shares Drone Index. The Fund began tracking the Dan Ives Global Cloud Technology Prime Index on April 7, 2020.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on March 8, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

3 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*

 
% of Total  
     
  Security Investments  
1 ETFMG Sit Ultra Short ETF** 5.30%  
2 Elastic NV 3.81%  
3 Open Text Corp. 3.39%  
4 Nice, Ltd. 3.35%  
5 GDS Holdings, Ltd. - ADR 3.22%  
6 Itochu Techno-Solutions Corp. 3.21%  
7 MongoDB, Inc. 3.11%  
8 Sinch AB 2.85%  
9 SCSK Corp. 2.80%  
10 Cloudflare, Inc. - Class A 2.64%  

  Top Ten Holdings 33.68% of Total Investments 

  * Current Fund holdings may not be indicative of future Fund holdings. 

  ** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

 

4 

 

Wedbush ETFMG TM ETF 

 

Wedbush ETFMG Video Game Tech ETF 

Growth of $10,000 (Unaudited)

 

 

 

            Since     Value of
Average Annual Returns   1 Year   5 Year   Inception     $10,000
Period Ended March 31, 2022   Return   Return   (3/8/2016)     (3/31/2022)
Wedbush ETFMG Video Game Tech ETF (NAV)   -18.71%   19.23%   21.98%   $ 33,361
Wedbush ETFMG Video Game Tech ETF (Market)   -19.95%   18.98%   21.83%   $ 33,112
S&P 500 Index   15.65%   15.99%   16.79%   $ 25,629
EEFund Video Game Tech Index   -18.57%   19.64%   22.33%   $ 33,947

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on March 8, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

5 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

 

Top Ten Holdings as of March 31, 2022 (Unaudited)*

     
    % of Total
  Security Investments  
1 ETFMG Sit Ultra Short ETF** 3.83%  
2 GameStop Corp. - Class A 2.38%  
3 Embracer Group AB 1.99%  
4 Keyword Studios PLC 1.97%  
5 CD Projekt SA 1.86%  
6 Skillz, Inc. 1.85%  
7 Konami Holdings Corp. 1.83%  
8 Gree, Inc. 1.82%  
9 Razer, Inc. 1.81%  
10 Netmarble Corp. 1.80%  

  Top Ten Holdings 21.14% of Total Investments 

  * Current Fund holdings may not be indicative of future Fund holdings. 

  ** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

  

 

6 

 

Wedbush ETFMG TM ETF

  

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

IVES

 

The Wedbush ETFMG Global Cloud Technology ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Dan Ives Global Cloud Technology Prime Index (the “Index”).

 

Cloud Technology Companies may have limited product lines, markets, financial resources or personnel. These companies typically face intense competition and potentially rapid product obsolescence. In addition, many Cloud Technology Companies store sensitive consumer information and could be the target of cybersecurity attacks and other types of theft, which could have a negative impact on these companies. As a result, Cloud Technology Companies may be adversely impacted by government regulations and may be subject to additional regulatory oversight with regard to privacy concerns and cybersecurity risk. These companies are also heavily dependent on intellectual property rights and may be adversely affected by loss or impairment of those rights. Cloud computing companies could be negatively impacted by disruptions in service caused by hardware or software failure, or by interruptions or delays in service by third-party data center hosting facilities and maintenance providers. Cloud Technology Companies, especially smaller companies, tend to be more volatile than companies that do not rely heavily on technology. Companies in the technology field, including companies in the computers, telecommunications and electronics industries, face intense competition, which may have an adverse effect on profit margins.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial LLC, which is not affiliated with Wedbush Securities, Prime Indexes, or Level ETF Ventures.

  

 

7 

 

GAMR

 

The Wedbush ETFMG Video Game Tech ETF (the “Fund” or the “Video Game Tech ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the EEFund Video Game Tech Index™ (the “Index”).

 

Video Game Tech Companies face intense competition, both domestically and internationally, may have limited product lines, markets, financial resources or personnel, may have products that face rapid obsolescence, and are heavily dependent on the protection of patent and intellectual property rights. Video Game Tech Companies are also subject to increasing regulatory constraints, particularly with respect to cybersecurity and privacy. Such factors may adversely affect the profitability and value of such companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the EEFund Video Game Tech Index™. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.

 

The EEFund Video Game Tech™ Index provides a benchmark for investors interested in tracking companies actively involved in the electronic gaming industry including the entertainment, education and simulation segments. The Index uses a market capitalization weighted allocation across the pure play and non-pure play sectors and a set weight for the conglomerate sector as well as an equal weighted allocation methodology for all components within each sector allocation. The index was created and is maintained by EEFund Management. You cannot invest directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial LLC, which is not affiliated with Wedbush Securities, Prime Indexes, or Level ETF Ventures.

  

 

8 

 

Wedbush ETFMG TM ETF

 

PORTFOLIO ALLOCATIONS 

As of March 31, 2022 (Unaudited)

 

 

 

 

    Wedbush        
    ETFMG Global     Wedbush  
    Cloud     ETFMG Video  
      Technology ETF       Game Tech ETF  
As a percent of Net Assets:                
Australia     4.1 %     %
Canada     5.2       0.3  
Cayman Islands     9.1       10.6  
France           2.8  
Germany     1.7       0.4  
Israel     4.7       0.4  
Italy     0.6       0.3  
Japan     10.6       16.4  
Malta           0.3  
Netherlands     4.8        
Norway           0.6  
Poland           2.5  
Republic of Korea     0.2       18.2  
Singapore     2.7        
Sweden     3.6       8.1  
Switzerland           0.4  
Taiwan, Province of China           6.4  
United Kingdom     2.2       2.9  
United States     49.7       29.0  
Exchange Traded Funds     6.7       4.4  
Short-Term and other Net Assets (Liabilities)     (5.9 )     (4.0 )
      100.0 %     100.0 %

 

 

9 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited)

 

 

 

    Shares     Value  
COMMON STOCKS - 99.2%                
Australia - 4.1%                
IT Services - 4.1% (d)                
Data#3, Ltd.     36,948     $ 163,125  
Megaport, Ltd. (a)     37,564       390,999  
NEXTDC, Ltd. (a)     109,149       952,346  
Total IT Services             1,506,470  
                 
Canada - 5.2%                
Electronic Equipment, Instruments & Components – 0.9%                
Softchoice Corp.     14,317       323,640  
Software - 4.3% (d)                
Open Text Corp.     36,985       1,568,272  
Total Canada             1,891,912  
                 
Cayman Islands - 9.1%                
IT Services - 8.9% (d)                
Chinasoft International, Ltd.     741,708       614,516  
Chindata Group Holdings, Ltd. - ADR (a)     87,577       553,487  
GDS Holdings, Ltd. - ADR (a)(b)     37,960       1,489,931  
Kingsoft Cloud Holdings, Ltd. - ADR (a)(b)     57,949       351,750  
Vnet Group, Inc. - ADR (a)(b)     40,095       233,754  
Total IT Services             3,243,438  
Software - 0.2% (d)                
Cloopen Group Holding, Ltd. - ADR (a)(b)     39,414       67,792  
Total Cayman Islands             3,311,230  
                 
Germany - 1.7%                
Software - 1.7% (d)                
Software AG     17,838       616,077  
                 
Israel - 4.7%                
Software - 4.7% (d)                
Jfrog, Ltd. (a)     6,345       170,998  
Nice, Ltd. (a)     7,066       1,551,991  
Total Software             1,722,989  
                 
Italy - 0.6%                
Software - 0.6% (d)                
Digital Value SpA (a)     2,403       233,933  

 

The accompanying notes are an integral part of these financial statements.

 

 

10 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
Japan - 10.6%                
IT Services - 10.2% (d)                
Hennge KK (a)     7,801     $ 61,003  
Itochu Techno-Solutions Corp.     57,616       1,486,071  
NS Solutions Corp.     21,966       663,996  
SCSK Corp.     75,031       1,294,892  
TechMatrix Corp.     10,687       187,685  
Total IT Services             3,693,647  
Software - 0.4% (d)                
Cybozu, Inc.     12,665       145,126  
Total Japan             3,838,773  
                 
Netherlands - 4.8%                
Software - 4.8% (d)                
Elastic NV (a)     19,801       1,761,298  
                 
Republic of Korea - 0.2%                
Diversified Telecommunication Services - 0.2%                
KINX, Inc.     1,172       53,183  
                 
Singapore - 2.7%                
Real Estate Investment Trusts (REITs) - 2.7%                
Digital Core REIT Management Pte, Ltd. (a)     264,700       293,817  
Keppel DC REIT     418,492       703,997  
Total Real Estate Investment Trusts (REITs)             997,814  
                 
Sweden - 3.6%                
Software - 3.6% (d)                
Sinch AB (a)     192,456       1,319,420  
                 
United Kingdom - 2.2%                
Software - 2.2% (d)                
Bytes Technology Group PLC     57,694       377,280  
Micro Focus International PLC     80,560       428,283  
Total Software             805,563  
                 
United States - 49.7%                
Communications Equipment - 0.1%                
Inseego Corp. (a)(b)     6,866       27,807  
IT Services - 12.1% (d)                
Backblaze, Inc. - Class A (a)     1,974       21,063  
Cloudflare, Inc. - Class A (a)(b)     10,204       1,221,419  
DigitalOcean Holdings, Inc. (a)(b)     7,011       405,586  
Fastly, Inc. - Class A (a)(b)     7,838       136,224  
Grid Dynamics Holdings, Inc. (a)     4,251       59,854  
Kyndryl Holdings, Inc. (a)     14,603       191,591  
Limelight Networks, Inc. (a)(b)     8,803       45,952  
MongoDB, Inc. (a)(b)     3,243       1,438,562  

 

The accompanying notes are an integral part of these financial statements.

  

 

11 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
Rackspace Technology, Inc. (a)(b)     13,684     $ 152,713  
SolarWinds Corp. (b)     10,455       139,156  
Switch, Inc. - Class A     15,909       490,315  
Unisys Corp. (a)     4,380       94,652  
Total IT Services             4,397,087  
Software - 32.3% (d)                
8x8, Inc. (a)(b)     7,710       97,069  
Alteryx, Inc. -  Class A (a)(b)     4,407       315,233  
Anaplan, Inc. (a)     9,524       619,536  
Appfolio, Inc. -  Class A (a)     2,270       256,987  
Appian Corp. (a)     4,706       286,219  
Blackbaud, Inc. (a)(b)     3,386       202,720  
Box, Inc. - Class A (a)     9,662       280,778  
Citrix Systems, Inc.     8,180       825,362  
CommVault Systems, Inc. (a)(b)     2,903       192,614  
Coupa Software, Inc. (a)(b)     4,866       494,532  
Datadog, Inc. - Class A (a)     7,148       1,082,708  
Datto Holding Corp. (a)(b)     10,685       285,503  
Domo, Inc. - Class B (a)     2,125       107,461  
Dropbox, Inc. - Class A (a)     24,866       578,135  
Everbridge, Inc. (a)(b)     2,569       112,111  
Gitlab, Inc. - Class A (a)(b)     9,434       513,681  
HashiCorp., Inc. - Class A (a)     11,655       629,370  
Informatica, Inc. - Class A (a)(b)     17,833       352,023  
Intapp, Inc. (a)     4,002       96,088  
Jamf Holding Corp. (a)(b)     7,791       271,205  
MicroStrategy, Inc. - Class A (a)(b)     735       357,445  
N-able, Inc. (a)(b)     11,661       106,115  
nCino, Inc. (a)(b)     7,135       292,392  
New Relic, Inc. (a)(b)     4,312       288,387  
Nutanix, Inc. - Class A (a)     14,134       379,074  
PagerDuty, Inc. (a)     5,602       191,532  
Samsara, Inc. - Class A (a)(b)     32,600       522,252  
Smartsheet, Inc. - Class A (a)     8,207       449,579  
Sumo Logic, Inc. (a)(b)     7,298       85,168  
Teradata Corp. (a)     6,913       340,742  
Zendesk, Inc. (a)     7,940       955,103  
Zeta Global Holdings Corp. - Class A (a)(b)     12,979       165,482  
Total Software             11,732,606  
Technology Hardware, Storage & Peripherals - 5.2%                
NetApp, Inc. (b)     13,140       1,090,620  
Pure Storage, Inc. - Class A (a)     18,891       667,041  
Super Micro Computer, Inc. (a)     3,360       127,915  
Total Technology Hardware, Storage & Peripherals             1,885,576  
Total United States             18,043,076  
TOTAL COMMON STOCKS (Cost $35,406,362)             36,101,738  

 

The accompanying notes are an integral part of these financial statements.

 

 

 

12 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments 

March 31, 2022 (Unaudited) (Continued)

 

 

 

    Shares     Value  
       
INVESTMENTS PURCHASED WITH PROCEEDS FROM                
SECURITIES LENDING COLLATERAL - 26.9%                
ETFMG Sit Ultra Short ETF (e)     50,000     $ 2,453,230  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     7,324,007       7,324,007  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $9,811,957)             9,777,237  
                 
SHORT-TERM INVESTMENTS - 1.1%                
Money Market Funds - 1.1%                
First American Government Obligations Fund - Class X, 0.18% (c)     402,007       402,007  
TOTAL SHORT-TERM INVESTMENTS (Cost $402,007)             402,007  
                 
Total Investments (Cost $45,620,326) - 127.2%             46,280,982  
Liabilities in Excess of Other Assets - (27.2)%             (9,900,535 )
TOTAL NET ASSETS - 100.0%           $ 36,380,447  

 

Percentages are stated as a percent of net assets.

 

ADR American Depositary Receipt
PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022, the Fund had a significant portion of its assets invested in the Software & IT Services Industries.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

 

 

13 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited)

 

             
    Shares     Value  
COMMON STOCKS - 99.6%                
Canada - 0.3%                
Interactive Media & Services - 0.3%                
Enthusiast Gaming Holdings, Inc. (a)     99,410     $ 240,146  
                 
Cayman Islands - 10.6%                
Electronic Equipment, Instruments & Components -0.4%                
VSTECS Holdings, Ltd.     336,881       317,386  
Entertainment - 6.7% (d)                
Archosaur Games, Inc. (f)     257,646       267,076  
Bilibili, Inc. - ADR (a)(b)     58,516       1,496,839  
CMGE Technology Group, Ltd.     743,597       216,435  
DouYu International Holdings, Ltd. - ADR (a)     134,337       279,421  
HUYA, Inc. - ADR (a)(b)     73,234       327,356  
iDreamSky Technology Holdings, Ltd. (a)(f)     393,504       225,554  
IGG, Inc.     463,306       221,205  
Kingsoft Corp., Ltd.     109,829       356,128  
NetDragon Websoft Holdings, Ltd.     429,597       899,415  
NetEase, Inc. - ADR     6,149       551,504  
Sea, Ltd. - ADR (a)     3,141       376,260  
XD, Inc. (a)     116,960       362,826  
Total Entertainment             5,580,019  
Interactive Media & Services - 1.5%                
Hello Group, Inc. - ADR     40,571       234,500  
JOYY, Inc. - ADR (b)     7,883       289,543  
Sohu.com, Ltd. - ADR (a)(b)     15,155       254,907  
Tencent Holdings, Ltd.     9,931       474,408  
Total Interactive Media & Services             1,253,358  
Technology Hardware, Storage & Peripherals - 2.0%                
Razer, Inc. (a)(f)     5,338,606       1,744,708  
Total Cayman Islands             8,895,471  
                 
France - 2.8%                
Entertainment - 2.1% (d)                
Focus Home Interactive SA (a)     5,759       263,119  
Ubisoft Entertainment SA (a)     33,288       1,471,161  
Total Entertainment             1,734,280  
Media - 0.7%                
Vivendi SE     43,577       570,774  
Total France             2,305,054  
                 
Germany - 0.4%                
Health Care Equipment & Supplies - 0.4%                
Carl Zeiss Meditec AG     2,237       363,656  

 

The accompanying notes are an integral part of these financial statements.

14

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

             
    Shares     Value  
Israel - 0.4%                
Software - 0.4%                
ironSource, Ltd. - Class A (a)     65,966     $ 316,637  
                 
Italy - 0.3%                
Entertainment - 0.3% (d)                
Digital Bros SpA     10,202       291,631  
                 
Japan - 16.4%                
Entertainment - 11.9% (d)                
Akatsuki, Inc.     10,899       260,165  
Capcom Co., Ltd.     67,684       1,650,124  
COLOPL, Inc.     48,152       251,954  
DeNa Co., Ltd.     22,296       340,649  
GungHo Online Entertainment, Inc.     15,977       341,746  
Koei Tecmo Holdings Co., Ltd.     10,078       332,374  
Konami Holdings Corp.     27,560       1,754,477  
Marvelous, Inc.     42,928       254,592  
Nexon Co., Ltd.     69,617       1,676,664  
Nintendo Co., Ltd.     3,163       1,602,285  
Square Enix Holdings Co., Ltd.     34,001       1,516,555  
Total Entertainment             9,981,585  
Household Durables - 0.6%                
Sony Group Corp. - ADR (a)     5,227       536,865  
Interactive Media & Services - 2.4%                
Gree, Inc.     196,120       1,751,128  
Mixi, Inc.     17,905       324,008  
Total Interactive Media & Services             2,075,136  
Leisure Products - 1.1%                
Bandai Namco Holdings, Inc.     4,516       344,691  
Furyu Corp.     29,967       272,248  
Sega Sammy Holdings, Inc.     19,573       339,722  
Total Leisure Products             956,661  
Media - 0.4%                
CyberAgent, Inc.     27,831       348,859  
Total Japan             13,899,106  
                 
Malta - 0.3%                
Entertainment - 0.3% (d)                
Media & Games Invest SE (a)(b)     69,621       258,783  
                 
Norway - 0.6%                
Semiconductors & Semiconductor Equipment - 0.6%                
Nordic Semiconductor ASA (a)     20,140       519,751  

 

The accompanying notes are an integral part of these financial statements.

15

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

             
    Shares     Value  
Poland - 2.5%                
Entertainment - 2.5% (d)                
CD Projekt SA     43,278     $ 1,789,520  
TEN Square Games SA     5,524       257,942  
Total Entertainment             2,047,462  
                 
Republic of Korea - 18.2%                
Entertainment - 17.5% (d)                
Com2uS Corp.     16,935       1,549,517  
Com2uS Holdings Corp. (a)     2,303       237,131  
Gravity Co., Ltd. - ADR (a)     5,606       283,776  
JoyCity Corp. (a)     35,048       232,198  
Kakao Games Corp. (a)     25,964       1,677,308  
Krafton, Inc. (a)     6,576       1,494,730  
Nat Games Co., Ltd. (a)     14,096       292,492  
NCSoft Corp.     4,272       1,647,754  
Neowiz (a)     12,391       254,557  
Netmarble Corp. (f)     18,783       1,727,903  
NHN Corp. (a)     52,836       1,606,375  
Pearl Abyss Corp. (a)     19,319       1,585,942  
Webzen, Inc. (a)     13,394       271,847  
WeMade Entertainment Co., Ltd.     18,074       1,543,384  
Wysiwyg Studios Co., Ltd. (a)     10,716       337,293  
Total Entertainment             14,742,207  
Hotels, Restaurants & Leisure - 0.3%                
DoubleUGames Co., Ltd.     6,354       270,506  
Interactive Media & Services - 0.4%                
AfreecaTV Co., Ltd.     2,764       337,504  
Total Republic of Korea             15,350,217  
                 
Sweden - 8.1%                
Electronic Equipment, Instruments & Components - 0.3%                
Thunderful Group AB (a)     60,058       268,915  
Entertainment - 6.5% (d)                
Embracer Group AB (a)     227,107       1,917,356  
Enad Global 7 AB (a)(b)     93,257       212,750  
Modern Times Group MTG - Class B (a)     28,855       422,587  
Paradox Interactive AB     61,206       1,169,778  
Stillfront Group AB (a)     564,853       1,608,819  
Total Entertainment             5,331,290  
Hotels, Restaurants & Leisure - 0.4%                
LeoVegas AB (f)     83,063       334,817  
Media - 0.5%                
Nordic Entertainment Group AB - Class B (a)     10,519       428,708  
Technology Hardware, Storage & Peripherals - 0.4%                
Tobii AB (a)     91,650       305,682  
Total Sweden             6,669,412  

 

The accompanying notes are an integral part of these financial statements.

16

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

             
    Shares     Value  
Switzerland - 0.4%                
Technology Hardware, Storage & Peripherals - 0.4%                
Logitech International SA (b)     4,574     $ 337,470  
                 
Taiwan, Province of China - 6.4%                
Entertainment - 2.6% (d)                
Gamania Digital Entertainment Co., Ltd.     117,863       281,375  
International Games System Co., Ltd.     63,941       1,709,467  
Soft-World International Corp.     78,616       250,515  
Total Entertainment             2,241,357  
Technology Hardware, Storage & Peripherals - 3.8%                
Acer, Inc.     515,331       538,686  
ASROCK, Inc.     40,534       304,166  
Asustek Computer, Inc.     39,328       512,679  
HTC Corp. (a)     228,511       472,152  
Micro-Star International Co., Ltd.     290,789       1,319,392  
Total Technology Hardware, Storage & Peripherals             3,147,075  
Total Taiwan, Province of China             5,388,432  
                 
United Kingdom - 2.9%                
Entertainment - 0.6% (d)                
Frontier Developments PLC (a)     16,023       262,686  
Team17 Group PLC (a)     41,295       289,679  
Total Entertainment             552,365  
IT Services - 2.3%                
Keywords Studios PLC     55,008       1,893,239  
Total United Kingdom             2,445,604  
                 
United States - 29.0%                
Entertainment - 15.7% (d)                
Activision Blizzard, Inc.     19,946       1,597,874  
Electronic Arts, Inc. (b)     12,716       1,608,701  
Playtika Holding Corp. (a)     87,632       1,693,927  
ROBLOX Corp. - Class A (a)(b)     34,732       1,606,008  
Sciplay Corp. - Class A (a)     125,624       1,623,062  
Skillz, Inc. (a)(b)     593,225       1,779,675  
Take-Two Interactive Software, Inc. (a)(b)     10,275       1,579,679  
Zynga, Inc. - Class A (a)     177,854       1,643,371  
Total Entertainment             13,132,297  
Interactive Media & Services - 1.4%                
Alphabet, Inc. - Class C (a)(b)     199       555,805  
Meta Platforms, Inc. - Class A (a)     2,524       561,237  
Total Interactive Media & Services             1,117,042  
Real Estate Management & Development - 0.3%                
eXp World Holdings, Inc.     13,821       292,591  

 

The accompanying notes are an integral part of these financial statements.

 

17

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

             
    Shares     Value  
Semiconductors & Semiconductor Equipment - 2.6%                
Advanced Micro Devices, Inc. (a)     4,752     $ 519,584  
Intel Corp.     11,102       550,215  
NVIDIA Corp.     2,244       612,297  
Qualcomm, Inc.     3,218       491,775  
Total Semiconductors & Semiconductor Equipment             2,173,871  
Software - 3.4%                
AppLovin Corp. - Class A (a)     6,269       345,234  
Microsoft Corp.     1,798       554,341  
PTC, Inc. (a)(b)     3,171       341,580  
Unity Software, Inc. (a)     16,662       1,653,037  
Total Software             2,894,192  
Specialty Retail - 2.8%                
GameStop Corp. - Class A (a)(b)     13,728       2,286,811  
Technology Hardware, Storage & Peripherals - 2.8%                
Apple, Inc. (b)     3,201       558,927  
Corsair Gaming, Inc. (a)(b)     69,618       1,473,117  
Turtle Beach Corp. (a)     13,440       286,138  
Total Technology Hardware, Storage & Peripherals             2,318,182  
Total United States             24,214,986  
                 
Virgin Islands (UK) - 0.0%                
Interactive Media & Services - 0.0%                
VK Co., Ltd. - ADR (a)(g)     21,975        
TOTAL COMMON STOCKS (Cost $94,738,400)             83,543,818  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 14.7%                
ETFMG Sit Ultra Short ETF (e)     75,000       3,679,845  
Mount Vernon Liquid Assets Portfolio, LLC, 0.41% (c)     8,697,539       8,697,539  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $12,445,387)             12,377,384  

 

The accompanying notes are an integral part of these financial statements. 

18

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

March 31, 2022 (Unaudited) (Continued)

 

             

  Shares     Value  
SHORT-TERM INVESTMENTS - 0.2%      
Money Market Funds - 0.2%                
First American Government Obligations Fund - Class X, 0.18% (c)     209,476     $ 209,476  
TOTAL SHORT-TERM INVESTMENTS (Cost $209,476)             209,476  
                 
Total Investments (Cost $107,393,263) - 114.5%             96,130,678  
Liabilities in Excess of Other Assets - (14.5)%             (12,206,166 )
TOTAL NET ASSETS - 100.0%           $ 83,924,512  

 

Percentages are stated as a percent of net assets.

 


ADR American Depositary Receipt

PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at March 31, 2022.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of March 31, 2022, the Fund had a significant portion of its assets in the Entertainment Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. This security may be resold in transactions exempt from registration to qualified insitutional investors. At March 31, 2022, the market value of these securities total $4,300,058, which represents 5.1% of total net assets.

(g) Value determined using significant unobservable inputs. The value of this security totals $0, which represents 0.0% of total net assets. Classified as Level 3 in the fair value hierarchy.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

The accompanying notes are an integral part of these financial statements.

19

Wedbush ETFMG TM ETF

 

STATEMENTS OF ASSETS AND LIABILITIES

As of March 31, 2022 (Unaudited)

 

         
    Wedbush
ETFMG Global
Cloud
Technology ETF
    Wedbush
ETFMG
Video Game
Tech ETF
 
ASSETS        
Investments in unaffiliated securities, at value*   $ 43,827,752     $ 92,450,833  
Investments in affiliated securities, at value*     2,453,230       3,679,845  
Total Investments in securities, at value     46,280,982       96,130,678  
Receivables:              
Dividends and interest receivable     68,162       279,563  
Securities lending income receivable     2,464       12,191  
Total Assets     46,351,608       96,422,432  
                 
LIABILITIES                
Collateral received for securities loaned (Note 7)     9,811,957       12,445,387  
Foreign currency payable to custodian, at value     11       16  
Payables:                
Payable for investments purchased     138,193        
Management fees payable     21,000       52,517  
Total Liabilities     9,971,161       12,497,920  
Net Assets   $ 36,380,447     $ 83,924,512  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 41,803,754     $ 117,760,090  
Total Distributable Earnings (Accumulated Losses)     (5,423,307 )     (33,835,578 )
Net Assets   $ 36,380,447     $ 83,924,512  
                 
*Identified Cost:                
                 
Investments in unaffiliated securities   $ 43,132,376     $ 103,645,415  
Investments in affiliated securities     2,487,950       3,747,848  
Foreign currency     4       13  
Shares Outstanding^     900,000       1,100,000  
Net Asset Value, Offering and Redemption Price per Share   $ 40.42     $ 76.30

 

 

                 
^           No par value, unlimited number of shares authorized                
                 

The accompanying notes are an integral part of these financial statements.

20

Wedbush ETFMG TM ETF

 

STATEMENTS OF OPERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

         
    Wedbush
ETFMG Global
Cloud
Technology ETF
    Wedbush
ETFMG
Video
Game Tech
ETF
 
INVESTMENT INCOME        
Income:        
Dividends from unaffiliated securities (net of foreign withholdings tax and issuance fees of $13,856 and $30,753, respectively)   $ 109,386     $ 292,143  
Interest     83       97  
Securities lending income     12,545       70,288  
Total Investment Income     122,014       362,528  
                 
Expenses:                
Management fees     155,184       363,459  
Interest fees           87  
Total Expenses     155,184       363,546  
Net Investment Loss     (33,170 )     (1,018 )
                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                
Net Realized Gain (Loss) on:                
Unaffiliated Investments     (874,706 )     (3,164,915 )
In-Kind redemptions     5,108,706       1,173,811  
Foreign currency and foreign currency translation     (4,030 )     (113,395 )
Net Realized Gain (Loss) on Investments     4,229,970       (2,104,499 )
Net Change in Unrealized Appreciation/Depreciation of:                
Unaffiliated Investments     (15,160,291 )     (3,216,076 )
Affiliated Investments     (34,520 )     (51,780 )
Foreign currency and foreign currency translation     (653 )     (247 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (15,195,464 )     (3,268,103 )
Net Realized and Unrealized Loss on Investments     (10,965,494 )     (5,372,602 )
NET DECREASE IN NET ASSETS RESULTING FROM                
OPERATIONS   $ (10,998,664 )   $ (5,373,620 )

 

The accompanying notes are an integral part of these financial statements.

21

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

  

         
   

Period Ended

March 31,

2022

(Unaudited)

 

 

Year Ended

September 30,

2021

 

OPERATIONS        
Net investment loss   $ (33,170 )   $ (61,969 )
Net realized gain on investments and In-Kind Redemptions     4,229,970       6,795,041  
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     (15,195,464 )     3,808,116  
Net increase (decrease) in net assets resulting from operations     (10,998,664 )     10,541,188  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings           (138,689 )
                 
CAPITAL SHARE TRANSACTIONS                
Net decrease in net assets derived from net change in                
outstanding shares     (6,776,125 )     (2,762,775 )
Transaction Fees (See Note 1)     21        
Net decrease in net assets from capital share transactions     (6,776,104 )     (2,762,775 )
Total increase (decrease) in net assets     (17,774,768 )     7,639,724  
                 
NET ASSETS                
Beginning of Period     54,155,215       46,515,491  
End of Period   $ 36,380,447     $ 54,155,215  

 

Summary of share transactions is as follows:

 

    Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     150,000     $ 6,614,280       250,000     $ 13,029,895  
Transaction Fees (See Note 1)           21              
Shares Redeemed     (300,000 )     (13,390,405 )     (300,000 )     (15,792,670 )
Net Transactions in Fund Shares     (150,000 )   $ (6,776,104 )     (50,000 )   $ (2,762,775 )
Beginning Shares     1,050,000               1,100,000          
Ending Shares     900,000               1,050,000          

 

The accompanying notes are an integral part of these financial statements.

22

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

         
    Period Ended
March 31,
2022
(Unaudited)
  Year Ended
September 30,
2021
OPERATIONS        
Net investment income (loss)   $ (1,018 )   $ 952,021  
Net realized gain (loss) on investments and In-Kind Redemptions     (2,104,499 )     72,924,518  
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     (3,268,103 )     (35,254,072 )
Net increase (decrease) in net assets resulting from operations     (5,373,620 )     38,622,467
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (2,457,762 )     (1,207,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net decrease in net assets derived from net change in outstanding shares     (8,679,060 )     (58,836,885 )
Transaction Fees (See Note 1)     7,612       150,154  
Net decrease in net assets from capital share transactions     (8,671,448 )     (58,686,731 )
Total decrease in net assets     (16,502,830 )     (21,271,264 )
NET ASSETS                
Beginning of Period     100,427,342       121,698,606  
End of Period   $ 83,924,512     $ 100,427,342  

 

Summary of share transactions is as follows:

 

    Period Ended
March 31, 2022
(Unaudited)
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     50,000     $ 4,398,985       1,800,000     $ 164,928,820  
Transaction Fees (See Note 1)           7,612             150,154  
Shares Redeemed     (150,000 )     (13,078,045 )     (2,400,000 )     (223,765,705 )
Net Transactions in Fund Shares     (100,000 )   $ (8,671,448 )     (600,000 )   $ (58,686,731 )
Beginning Shares     1,200,000               1,800,000          
Ending Shares     1,100,000               1,200,000          

 

The accompanying notes are an integral part of these financial statements.

23

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout each period/year

 

                         
    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
    Year Ended
September 30,
2017
 
Net Asset Value, Beginning of Period/Year   $ 51.58     $ 42.29     $ 35.92     $ 39.05     $ 36.14     $ 26.75  
Income (Loss) from Investment Operations:                                                
Net investment income (loss) 1     (0.03 )     (0.03 )     0.26       0.28       0.15       0.27  
Net realized and unrealized gain (loss) on investments     (11.13 )     9.45       6.34       (3.11 )     3.08       9.26  
Total from investment operations     (11.16 )     9.42       6.60       (2.83 )     3.23       9.53  
Less Distributions:                                                
Distributions from net investment income           (0.13 )     (0.23 )     (0.30 )     (0.13 )     (0.04 )
Net realized gains                             (0.19 )     (0.10 )
Total distributions           (0.13 )     (0.23 )     (0.30 )     (0.32 )     (0.14 )
Net asset value, end of period/year   $ 40.42     $ 51.58     $ 42.29     $ 35.92     $ 39.05     $ 36.14  
Total Return     -21.63 %2     22.28 %3     18.58 %     -7.23 %     9.03 %     36.39
                                                 
Ratios/Supplemental Data:                                                
Net assets at end of period/year (000’s)   $ 36,380     $ 54,155     $ 46,515     $ 37,720     $ 50,771     $ 37,948  
Expenses to Average Net Assets before legal expense     0.68 %3     0.68 %     0.71 %4     0.75 %     0.75 %     0.75 %
Gross Expenses to Average Net Assets     0.68 %3     0.68 %     0.71 %4     0.75 %     0.75 %     0.79 %5
Net Investment Income (Loss) to Average Net Assets     -0.15 %3     -0.06 %     0.70 %     0.83 %     0.42 %     0.87 %
Portfolio Turnover Rate     17 %2     14 %     104 %     38 %     42 %     21 %

 


1 Calculated based on average shares outstanding during the period/year.

2 Not annualized.

3 Annualized.

4 Effective April 7, 2020, the Fund’s expense ratio was reduced to 0.68%.

5 The ratio of expenses to average net assets includes legal expense.

 

The accompanying notes are an integral part of these financial statements.

24

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout each period/year

 

                         
    Period Ended
March 31,
2022
(Unaudited)
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
    Year Ended
September 30,
2017
 
Net Asset Value, Beginning of Period/Year   83.69      $ 67.61     $ 41.50     $ 47.49       44.37     $ 32.90  
Income (Loss) from Investment Operations:                                                
Net investment income (loss) 1     (0.00 )5     0.74       0.25       0.52       0.74       0.33  
Net realized and unrealized gain (loss) on investments     (5.25 )     15.96       26.26       (5.87 )     2.98       11.71  
Total from investment operations     (5.25 )     16.70       26.51       (5.35 )     3.72       12.04  
Less Distributions:                                                
Distributions from net investment income     (2.14 )     (0.72 )     (0.41 )     (0.65 )     (0.59 )     (0.18 )
Net realized gains                             (0.03 )     (0.39
Total distributions     (2.14 )     (0.72 )     (0.41 )     (0.65 )     (0.62 )     (0.57 )
                                                 
Capital Share Transactions:                                                
Transaction fees added to paid-in capital     0.00 5      0.10       0.01       0.01       0.02        
Net asset at end of period/year   76.30      $ 83.69     $ 67.61     $ 41.50       47.49     $ 44.37  
Total Return     -6.62 %2     24.91 %     64.12 %     -11.26 %     8.38 %     37.67
                                                 
Ratios/Supplemental Data:                                                
Net assets at end of period/year (000’s)   83,925      $ 100,427     $ 121,699     $ 83,000     $ 130,609     $ 39,934  
                                                 
Expenses to Average Net Assets before legal expense     0.75 %3     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Gross Expenses to Average Net Assets     0.75 %3     0.75 %     0.75 %     0.75 %     0.75 %     0.82 %4
Net Investment Income (Loss) to Average Net Assets     (0.00 )%3 5     0.87 %     0.51 %     1.22 %     1.48 %     0.86 %
Portfolio Turnover Rate     26 %2     89 %     53 %     38 %     42 %     49 %

 


1 Calculated based on average shares outstanding during the period/year.

2 Not annualized.

3 Annualized.

4 The ratio of expenses to average net assets includes legal expense.

5 Amount is less than $0.005.

 

The accompanying notes are an integral part of these financial statements.

25

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited)

 

 

NOTE 1 – ORGANIZATION

 

Wedbush ETFMG Global Cloud Technology ETF (“IVES”) and Wedbush ETFMG Video Game Tech ETF (“GAMR”) (each a “Fund”, or collectively the “Funds”) are a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the U.S. Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The Wedbush ETFMG Global Cloud Technology ETF seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Dan Ives Global Cloud Technology Prime Index (the “Index”). The Index is designed to include the securities of companies across the globe that are: i) engaged in providing infrastructure, equipment, connectivity, data back-up and storage services, and data center management for enterprise-based software applications, or ii) engaged in providing cloud-based software platforms that enable businesses to move data and software applications onto the cloud - cloud-enabling Software as a Service (SaaS) technologies. These companies are known collectively as “Cloud Technology Companies.” The Cloud Technology Companies will have a minimum market capitalization of $200 million and a maximum market capitalization of $10 billion.

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker Strategy
Commencement
Date
Strategy
Wedbush
ETFMG Global
Cloud
Technology ETF
4/7/2020 Seeks to provide investment results that, before fees  and  expenses,  correspond  generally  to  the price and yield performance of the Dan Ives Global Cloud Technology Prime™ Index NTR.
Wedbush
ETFMG Video
Game Tech ETF
3/8/2016 Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield  performance  of  the  EEFund  Video  Game Tech™ Index.

 

The Funds currently offer one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Funds have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NASDAQ Stock Market, LLC. Market prices for the Shares may be different from their net asset value (“NAV”). The Funds issue and redeem Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Funds. Shares of the Funds may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Funds. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

26

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Funds may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the SEC. For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by the Funds may cause the NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations. As of March 31, 2022, the Wedbush Video Game Tech ETF held one security that was fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
27

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Funds’ net assets as of March 31, 2022:

 

Wedbush ETFMG Global Cloud Technology ETF

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 36,101,738     $     $     $ 36,101,738  
Short Term Investments     402,007                   402,007  
ETFMG Sit Ultra Short ETF**     2,453,230                   2,453,230  
Investments Purchased with Securities Lending Collateral*                       7,324,007  
Total Investments in Securities   $ 38,956,975     $     $     $ 46,280,982  

 

Wedbush ETFMG Video Game Tech ETF                                
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 83,543,818     $     $     $ 83,543,818  
Short Term Investments     209,476                   209,476  
ETFMG Sit Ultra Short ETF**     3,679,845                   3,679,845  
Investments Purchased with Securities Lending Collateral*                       8,697,539  
Total Investments in Securities   $ 87,433,139     $     $     $ 96,130,678  

 

^       See Schedule of Investments for classifications by country and industry 

*      Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expediant have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

** Investment was purchased with collateral.

 


B. Federal Income Taxes. The Funds have elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Funds intend to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

28

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Funds’ next taxable year.

 

The Funds recognize the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Funds have analyzed their tax position and have concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of March 31, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

  


E. Distributions to Shareholders. Distributions to shareholders from net investment income, if any are generally declared and paid by the Funds on a quarterly basis. Net realized gains on securities of the Funds normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 


G. Share Valuation. The NAV per share of each Fund is calculated by dividing the sum of the value of the securities held by each Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of each Fund, rounded to the nearest cent. Each Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for each Fund is equal to each Fund’s NAV per share.
29

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in Wedbush ETFMG Global Cloud Technology ETF and the Wedbush ETFMG Video Game Tech ETF may involve certain risks, as discussed in each Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds are not actively managed. Therefore, the Funds follow the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Funds’ expenses, the Funds’ performance may be below that of its index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that the Funds’ or its underlying index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Funds may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A wide spread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

30

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

Under the Investment Advisory Agreement, the Adviser has agreed to pay all expenses of the Funds, except for: the fee paid to the Adviser pursuant to the Investment Advisory Agreement, interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”).

 

Wedbush Securities, Inc. (“Wedbush”) has entered into a licensing and marketing support agreement with Exchange Traded Managers Group LLC (“Parent”), the parent company of the Adviser (the “Wedbush Agreement”) . Pursuant to the Wedbush Agreement, Wedbush has agreed to (i) license the name Wedbush for the use of the Adviser; (ii) consult with the Adviser and prepare educational materials, research materials, and updates on regulation of the global video gaming technology and global cloud computing ecosystem; and (iii) provide support in connection with phone calls, appearances, and written content relating to the marketing of IVES and GAMR. Wedbush will also assumes the obligation of the Adviser to pay certain expenses of IVES and GAMR. Although Wedbush has agreed to be responsible for the payment of certain expenses of IVES and GAMR, the Adviser retains the ultimate obligation to the Funds to pay such expenses.

 

Advisory Fees:  
   
Wedbush ETFMG Global Cloud Technology ETF 0.68%
Wedbush ETFMG Video Game Tech ETF 0.75%
   

The Adviser has entered into an agreement with its affiliate, ETFMG Financial LLC to serve as distributor to the Funds (the “Distributor”) . The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds.

 

In May, 2020, Wedbush acquired a minority, non-voting, equity interest in Parent. Wedbush is not however, an affiliate of the Funds, the Adviser, the Funds’ distributor or any of their respective affiliates. Wedbush does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Funds. Additionally, Wedbush is not involved in the maintenance of the Index and does not otherwise act in the capacity of an index provider.

 

Level ETF Ventures, LLC serves as the index provider for GAMR and IVES.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

31

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

Each Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Funds may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Funds, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2022, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the six months ended March 31, 2022:

 

    Purchases     Sales  
Wedbush ETFMG Global Cloud Technology ETF   $ 7,970,057     $ 8,810,246  
Wedbush ETFMG Video Game Tech ETF   $ 25,906,552     $ 30,966,212  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended March 31, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
Wedbush ETFMG Global Cloud Technology ETF   $ 6,542,720     $ 12,306,513  
Wedbush ETFMG Video Game Tech ETF   $ 3,014,096     $ 9,187,384  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended March 31, 2022.

 

NOTE 7 – SECURITIES LENDING

 

The Funds may lend up to 33 1/3% of the value of the securities in their portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”) . The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earns interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of each Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which a Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a Fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

32

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

As of March 31, 2022, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund   Values of
Securities
on Loan
    Fund
Collateral
Received*
 
Wedbush ETFMG Global Cloud Technology ETF   $ 9,299,600     $ 9,811,957  
Wedbush ETFMG Video Game Tech ETF     11,541,149       12,445,387  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, an investment with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF, as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net
Unrealized
Appreciation
(Depreciation)
 
Wedbush ETFMG                                
Global Cloud Technology ETF   $ 52,150,078     $ 18,041,841     $ (2,509,458 )   $ 15,532,383  
Wedbush ETFMG                                
Video Game Tech ETF     124,904,168       6,296,179       (19,775,368 )     (13,479,189 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed
Ordinary
Income
    Undistributed
Long-Term
Gain
    Total
Distributable
Earnings
    Other
Accumulated
Loss
    Total
Accumulated
Gain (Loss)
 
Wedbush ETFMG Global                                        
Cloud Technology ETF   $     $     $     $ (9,957,026 )   $ 5,575,357  
Wedbush ETFMG Video                                        
Game Tech ETF     1,198,325             1,198,325       (13,723,332 )     (26,004,196 )

 

33

 

 


Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss
Carryforward
ST
    Capital Loss
Carryforward
LT
    Expires  
Wedbush ETFMG Global Cloud Technology ETF   $ (1,119,912 )   $ (8,708,611 )   Indefinite  
Wedbush ETFMG Video Game Tech ETF     (5,283,736 )     (8,439,596 )   Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

    Late Year
Ordinary Loss
    Post-
October
Capital
Loss
 
Wedbush ETFMG Global Cloud Technology ETF   $ (128,503 )   $  
Wedbush ETFMG Video Game Tech ETF            

 

The tax charter of distributions paid during the period ended March 31, 2022, and the year ended September 30, 2021 were as follows:

 

    Period Ended
March 31, 2022
    Year Ended
September 30, 2021
 
    From
Ordinary
Income
    From
Capital
Gains
    From
Ordinary
Income
    From
Capital
Gains
 
Wedbush ETFMG Global Cloud Technology ETF   $     $     $ 138,689     $  
Wedbush ETFMG Video Game Tech ETF     2,457,762             1,207,000        

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

Wedbush ETFMG Global Cloud Technology ETF

 

Wedbush ETFMG Global Cloud Technology ETF owned the following company during the period ended March 31, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in the security were as follows:

 

Security Name   Value, at
September 30,
2021
    Purchases     Sales     Realized
Gain
(Loss)
    Change in
Unrealized
Appreciation
(Depreciation)
    Dividend
Income
    Value, at
March 31,
2022
    Ending
Shares
 
ETFMG Sit Ultra Short                                                                
ETF   $ 2,487,750     $     $     $     $ (34,520 )   $     $ 2,453,230       50,000  
                                                                 

 

34

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

Wedbush ETFMG Video Game Tech ETF

 

Wedbush ETFMG Video Game Tech ETF owned the following company during the period ended March 31, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the period ended March 31, 2022. Transactions during the period in the security were as follows:

 

Security Name   Value, at
September 30,
2021
    Purchases     Sales     Realized
Gain
(Loss)
    Change in
Unrealized
Appreciation
(Depreciation)
    Dividend
Income
    Value, at
March 31,
2022
    Ending
Shares
 
ETFMG Sit Ultra Short                                                                
ETF   $ 3,731,625     $     $     $     $ (51,780 )   $     $ 3,679,845       75,000  
                                                                 

NOTE 10 – LEGAL MATTERS

 

The Adviser and its parent, ETFMG, were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252 (the “New York Action”). This action asserted claims for breach of contract, conversion and certain other claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). In its decision, the Court in the New York Action stated that its damages award, which gave rise to the Judgment, “includes the share of profits to which Nasdaq’s venture partner PureShares was entitled[.]”

 

ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2020, Docket No. 20-300. On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which settled the matter and satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit.

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) have been named as defendants in an action filed December 21, 2021, in the Superior Court of New Jersey, Union County, captioned PureShares, LLC, d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. UNN-C-152-21 (the “NJ Action”). The NJ Action asserts breach of contract, defamation and other tort claims arising from the same facts and circumstances, and relates to the same series of the Trust, that gave rise to the New York Action. The NJ Action seeks damages in unspecified amounts and injunctive relief. On February 19, 2022, the Adviser, together with the other named affiliates, filed a motion for an Order dismissing the complaint filed by the Plaintiffs, in part, on the basis that Plaintiffs’ claims overlap with, and are barred by, those claims previously asserted by Nasdaq (and resolved on PureShares’ behalf) in the New York Action that resulted in the judgment against the defendants, which has been satisfied.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed below, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

35

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

March 31, 2022 (Unaudited) (Continued)

 

 

 

With respect to Note 10 – Legal Matters, on May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust as well as, all claims asserted against the Adviser Defendants, aside from the defamation claim. The Adviser Defendants intend to vigorously defend themselves against this sole remaining claim.

 

36

 

Wedbush ETFMG TM ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited)

 

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 28-29, 2022, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the Amended and Restated Investment Advisory Agreement (the “Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of each of Wedbush ETFMG Global Cloud Technology ETF (formerly, the ETFMG Drone Economy Strategy ETF) (“IVES”) and Wedbush ETFMG Video Game Tech ETF (formerly, the ETFMG Video Game Tech ETF) (“GAMR”) (each a “Fund” and collectively, the “Funds”).

 

Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Advisory Agreement after its initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Advisory Agreement for an additional one-year term. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services provided to the Funds by the Adviser; (ii) the investment performance of the Funds; (iii) the Adviser’s costs and profits realized in providing services to the Funds, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Funds in relation to other similar investment companies; (v) the extent to which economies of scale would be realized as the Funds grow and whether the advisory fees for the Funds reflect these economies of scale for the benefit of the Funds; and (vi) other financial benefits to the Adviser and its affiliates resulting from services rendered to the Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 28-29, 2022, and throughout the year. Among other things, the Adviser provided responses to a detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment process and compliance programs and financial condition. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Advisory Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the renewal of the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to each Fund. The Independent Trustees conferred amongst themselves and independent legal counsel during an executive session held prior to the meeting and also conferred in executive sessions both with and without representatives of management before and during the meeting. The Independent Trustees requested, received and considered additional information arising out of these executive sessions.

 

Nature, Extent and Quality of Services Provided by the Adviser

The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser provides investment management services to the Funds. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Funds; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Funds. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel and the quality of the Adviser’s compliance and risk assessment infrastructure. The Board also considered the Adviser’s experience managing exchange-traded funds (“ETFs”), as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

37

 

Wedbush ETFMG TM ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

 

The Board also considered other services provided to the Funds, such as overseeing the Funds’ service providers, monitoring adherence to the Funds’ investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Funds by the Adviser.

 

Historical Performance

The Board then considered the past performance of the Funds over various time periods ending December 31, 2021, including the one-year, three-year, five-year and since inception periods. The Board also considered each Fund’s performance as compared to that of comparable ETFs, as determined by the Adviser (“peer group”) using data received from an independent third party. The Board additionally reviewed the performance of each Fund as compared to its respective underlying index for various time periods. The Board noted management’s explanation that analysis of investment performance, in absolute terms, is less relevant for the Funds than it is for actively managed funds, given the Funds’ index-based investment objectives. The Board also noted management’s further explanation that it is more relevant to review the performance of the Funds by focusing on the extent to which each Fund tracked its underlying index. The Board reviewed information regarding each Fund’s index tracking, discussing, as applicable, factors which contributed to each Fund’s tracking error. The Board noted that the Funds had underperformed their underlying indexes over certain periods, but that such underperformance was, at least in part, a result of costs incurred by the Funds not incurred by their underlying indexes. The Board considered other factors that contributed to the Funds’ tracking error, including cash drag and the process of rebalancing the Funds’ portfolios. The Board also considered that the underlying index for IVES was changed two years ago. The Board noted management’s representations that the Funds’ performance in tracking their underlying indexes was within the range of expectations. The Board concluded that, after taking these factors into account, each of the Funds satisfactorily tracked its underlying index. The Board further noted that it had received and would continue to receive regular reports regarding each Fund’s performance, including with respect to its tracking error, at its quarterly meetings.

 

Cost of Services Provided, Profits and Economies of Scale

The Board reviewed the advisory fees for the Funds and compared them to the total operating expenses of comparable ETFs, as determined by the Adviser using data received from an independent third party. Among other information, the Board noted that the advisory fee for each of the Funds was higher than the average and median expense ratios for its respective peer group. The Board took into consideration management’s discussion of the fees, including that the Funds have niche investment strategies that are substantially different than the strategies of many of the peer ETFs and, therefore, the information provided about the comparable ETFs may not provide meaningful direct comparisons to the Funds.

 

The Board noted the importance of the fact that the advisory fee for each Fund is a “unified fee,” meaning that the shareholders of the Funds pay no expenses other than the advisory fee and certain other costs such as interest charges on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses (such as, among other things and subject to Board approval, non-standard Board-related expenses and litigation against the Board, Trustees, Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses. The Board also noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Funds’ other expenses (except as noted above) out of its own fees and resources. The Board concluded that the advisory fee for each of the Funds is reasonable in light of the factors considered.

 

38

 

Wedbush ETFMG TM ETF

 

APPROVAL OF ADVISORY AGREEMENTS AND BOARD CONSIDERATIONS

For the Period Ended March 31, 2022 (Unaudited) (Continued)

 

 

 

The Board also evaluated the compensation and other benefits received by the Adviser from its relationship with the Funds, taking into account profitability information provided by the Adviser. The Board received and reviewed profitability information on a fund by fund basis and considered how profit margins could affect the Adviser’s long-term viability and ability to attract and retain high-quality personnel. The Board also considered the impact on the Adviser’s profitability of payments made to, or received from, partners involved with the Funds. Based on the information provided to the Trustees, the Trustees concluded that the net revenue retained by the Adviser from providing services to each Fund was not excessive in view of the nature, extent and quality of services provided to each Fund. The Board further considered other benefits derived by the Adviser and its affiliates from the Adviser’s relationship with the Funds.

 

In addition, the Board considered whether economies of scale may be realized for the Funds. The Board noted that the Adviser regularly considers whether fee reductions are appropriate as the Funds grow in size. The Board noted that a unitary fee provides a level of certainty in expenses for the Funds and effectively acts as a cap on the fees and expenses (except as noted above) that are borne by the Funds. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the continued provision of high-quality services to the Funds, such as the hiring of new trading, legal and compliance personnel, and enhancements to technology and related systems. The Board concluded that no changes to the advisory fee structure of the Funds were necessary.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision.

 

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser provides to the Funds; and (c) approved the renewal of the Advisory Agreement for another year.

 

39

 

Wedbush ETFMG TM ETF

 

Expense Example

Period Ended March 31, 2022 (Unaudited)

 

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 for the period of time as indicated in the table below.

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name   Beginning
Account
Value
October 1,
2021
    Ending
Account
Value
March 31,
2022
    Expenses
Paid
During
the
Period ^
    Annualized
Expense
Ratio
During the
Period
October 1,
2021 to
March 31,
2022
 
Wedbush ETFMG Global Cloud Technology ETF                                
Actual     1,000.00       783.70       3.02       0.68 %
Hypothetical (5% annual)     1,000.00       1,021.54       3.43       0.68 %
Wedbush ETFMG Video Game Tech ETF                                
Actual     1,000.00       933.80       3.62       0.75 %
Hypothetical (5% annual)     1,000.00       1,021.19       3.78       0.75 %

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2021 to March 31, 2022).

 

40

 

Wedbush ETFMG TM ETF

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

March 31, 2022 (Unaudited)

 

 

 

ETF Managers Trust (the “Trust”) has adopted a liquidity risk management program (the “Program”). The Trust’s Board of Trustees (the “Board”) has designated ETF Managers Group LLC (the “Program Administrator”) as the administrator of the Program. The Program Administrator has designated a committee (the “Committee”), composed of personnel from multiple departments, including investment operations and compliance, that is responsible for the implementation and ongoing administration of the Program, which includes assessing the liquidity risk of Wedbush ETFMG Global Cloud Technology ETF and Wedbush ETFMG Video Game Tech ETF (each a “Fund” and, collectively, the “Funds”) under both normal and reasonably foreseeable stressed conditions.

 

Under the Program, the Program Administrator assesses, manages and periodically reviews each Fund’s liquidity risk, based on factors specific to the circumstances of the Fund. Liquidity risk is the risk that a Fund could not meet shareholder redemption requests without significant dilution of remaining shareholders’ interests in that Fund. This risk is managed by monitoring the degree of liquidity of each Fund’s investments and limiting the amount of the Fund’s illiquid investments, among other means. The Program Administrator’s process of determining the degree of liquidity of each Fund’s investments is supported by one or more third-party liquidity assessment vendors.

 

At a meeting of the Board on March 28-29, 2022, the Adviser provided a written report to the Board addressing the operation, and the adequacy and effectiveness of the implementation, of the Program, including, the operation of any Highly Liquid Investment Minimum, where applicable, and any material changes to the Program, for the period from March 1, 2021 through March 1, 2022 (the “Reporting Period”). No significant liquidity events impacting any Fund were noted in the report and it was represented that, as of December 31, 2021, each Fund was primarily highly liquid and, during the Reporting Period, each Fund held less than 15% in illiquid securities. In addition, the Program Administrator provided its assessment that Program implementation was effective and that the Program operated adequately and effectively to enable the Program Administrator to oversee and manage liquidity risk and ensure each Fund is able to meet requests to redeem shares without significant dilution to the remaining investors’ interest in the Fund.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to your Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

 

41

 

Wedbush ETFMG TM ETF

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited)

 

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

Fund Name Qualified Dividend Income
Wedbush ETFMG Global Cloud Technology 78.45%
Wedbush ETFMG Video Game Tech ETF 51.29%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

Fund Name Dividends Received Deduction
Wedbush ETFMG Global Cloud Technology 44.52%
Wedbush ETFMG Video Game Tech ETF 5.93%

 

Short Term Capital Gain

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

Fund Name Short-Term Capital Gain
Wedbush ETFMG Global Cloud Technology 0.00%
Wedbush ETFMG Video Game Tech ETF 0.00%

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

                Per Share        
Fund   Gross
Foreign
Source
Income
    Foreign
Taxes
Passthrough
    Gross Foreign
Source Income
    Foreign
Taxes
Passthrough
    Shares
Outstanding
at 9/30/21
 
Wedbush ETFMG Video Game Tech ETF     1,800,463       237,492       1.50038583       0.19790967       1,200,000  

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

Shareholders are strongly advised to consult their own tax advisors with respect to their investments in the Funds.

 

42

 

Wedbush ETFMG TM ETF

 

SUPPLEMENTARY INFORMATION

March 31, 2022 (Unaudited) (Continued)

 

 

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

43

 

Wedbush ETFMG TM ETF

 

Board of Trustees

 

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 20 None
John A. Flanagan, (1946) Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A. Tanczos (1978) Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

44

 

Wedbush ETFMG TM ETF

 

Board of Trustees (Continued)

 

 

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Terry Loebs (1963) Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 20 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 20 None

 

45

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund
Services 615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006

 


 

(b)
Not applicable.

Item 2. Code of Ethics.

Not applicable for semi-annual reports.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Registrants.

Not applicable for semi-annual reports.

Item 6. Investments.

a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
b)
Not Applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. Controls and Procedures.

(a)
The Registrant’s Principal Executive Officer and Principal Financial Officer/Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d 15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Incorporated by reference to previous Form N-CSR filing.

(2) A separate certification for each principal executive and Treasurer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)  ETF Managers Trust                         


By (Signature and Title)*  /s/ Samuel Masucci III 
                                           Samuel Masucci III, Principal Executive Officer

Date   June 1, 2022                                                 


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By (Signature and Title)*  /s/ Samuel Masucci III 
                                           Samuel Masucci III, Principal Executive Officer

Date   June 1, 2022                                                 


By (Signature and Title)*  /s/ John Flanagan         
                                           John Flanagan, Principal Financial Officer/Treasurer

Date   June 1, 2022                                                 


* Print the name and title of each signing officer under his or her signature.







CERTIFICATIONS

I, Samuel Masucci III, certify that:

 
1.
I have reviewed this report on Form N-CSR of the ETF Managers Trust;
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
 
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
 

(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 

(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 

(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
 

(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.
The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 

(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
 

(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 1, 2022               
 
/s/ Samuel Masucci III                      
Samuel Masucci III
Principal Executive Officer, ETF Managers Trust
   


CERTIFICATIONS

I, John Flanagan, certify that:

 
1.
I have reviewed this report on Form N-CSR of the ETF Managers Trust;
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
 
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
 
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 

(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 

(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
 

(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.
The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 

(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
 

(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 1, 2022               
 
/s/ John Flanagan                                                  
John Flanagan
Principal Financial Officer/Treasurer, ETF Managers Trust
  




Certification Pursuant to Section 906 of the Sarbanes-Oxley Act

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of the ETF Managers Trust, does hereby certify, to such officer’s knowledge, that the report on Form N-CSR of the ETF Managers Trust for the period ended March 31, 2022 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable, and that the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the ETF Managers Trust for the stated period.


/s/ Samuel Masucci III                                           
Samuel Masucci III
Principal Executive Officer, ETF Managers Trust
/s/ John A. Flanagan                                
John A. Flanagan
Principal Financial Officer/Treasurer, ETF Managers Trust
 
Dated: June 1, 2022                                                
 
Dated: June 1, 2022                                 



This statement accompanies this report on Form N-CSR pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed as filed by the ETF Managers Trust for purposes of Section 18 of the Securities Exchange Act of 1934.