subject to the Cap and Buffer. The Underlying ETFs are generally subject to many of the same structural
risks as the Fund that are described in more detail herein, such as Non-Diversification Risk, Market Risk, Premium/Discount Risk, Management Risk, Large Shareholder Risk, Active Markets Risk, Operational Risk, Authorized Participant Concentration Risk, Trading Issues Risk, and Market Maker Risk. However, the risks of investing in an Underlying ETF also include the risks associated with the underlying investments held by the Underlying ETFs. Any risks impacting the value of an Underlying ETF will also impact the Fund and an investor’s investment in the Fund.
Non-Diversification Risk. The
Fund is classified as “non-diversified” under the 1940 Act. As a result, the Fund is only limited as to the percentage of its assets which may be
invested in the securities of any one issuer by the diversification requirements imposed by the Internal Revenue Code of 1986, as amended (the
“Code”). The Fund may invest a relatively high percentage of its assets in a limited number of issuers. As a result, the Fund may be more
susceptible to a single adverse economic or regulatory occurrence affecting one or more of these issuers, experience increased volatility and be
highly invested in certain issuers.
Tax Risk from Investment in Underlying ETFs. The Fund has based its analysis of its qualification as a regulated investment company (“RIC”) as defined by the Code on
the belief that the Underlying ETFs are themselves RICs. If an Underlying ETF were to lose its status as a RIC for purposes of the Code, the Fund
may fail its requirement to have a diversified portfolio, and, thus, lose its own RIC status. If the Fund did not qualify as a RIC for any
taxable year and certain relief provisions were not available, the Fund’s taxable income would be subject to tax at the Fund level and to a
further tax at the shareholder level when such income is distributed. In such event, in order to requalify for taxation as a RIC, the Fund might be required to recognize unrealized gains, pay substantial taxes and interest and make certain distributions. This would cause investors to incur higher tax liabilities than they otherwise would have incurred and would have a negative impact on Fund returns. In such event, the Fund’s Board of Trustees may determine to reorganize or close the Fund or materially change the Fund’s investment objective and strategies. In the event that the Fund fails to qualify as a RIC, the Fund will promptly notify shareholders of the implications of that failure.
Market Risk. The Fund could lose
money over short periods due to short-term market movements and over longer periods during more prolonged market downturns. Assets may decline in
value due to factors affecting financial markets generally or particular asset classes or industries represented in the markets. The value of the
Underlying ETFs, a FLEX Option held by such Underlying ETFs, or other asset may also decline due to general market conditions, inflation,
recessions, changes in interest rates, economic trends or events that are not specifically related to the issuer of the security or other asset,
or due to factors that affect a particular issuer or issuers, country, group of countries, region, market, industry, group of industries, sector or asset class. Additionally, certain changes in the U.S. economy, such as a decrease in imports or exports, or changes in trade regulations, may have an adverse effect on the value of the Fund's securities. During a general market downturn, multiple asset classes may be negatively affected. Changes in market conditions and interest rates will not have the same impact on all types of securities. In addition, unexpected events and their aftermaths, such as pandemics, epidemics or other public health issues; natural, environmental or man-made disasters; financial, political or social disruptions; military conflict; terrorism and war; and other tragedies or catastrophes, can cause investor fear and panic, which can adversely affect the economies of many companies, sectors, nations, regions and the market in general, in ways that cannot necessarily be foreseen. Any such circumstances could have a materially negative impact on the value of the Shares and could result in increased market volatility. During any such events, the Shares may trade at increased premiums or discounts to their NAV.
Premium/Discount Risk. The
market price of the Shares will generally fluctuate in accordance with changes in the Fund’s NAV as well as the relative supply of and demand for
Shares on the exchange on which the Shares are listed and traded (the “Exchange”). The Adviser cannot predict whether Shares will trade below, at
or above their NAV because the Shares trade on the Exchange at market prices and not at NAV. Price differences may be due, in large part, to the
fact that supply and demand forces at work in the secondary trading market for Shares will be closely related, but not identical, to the same forces influencing the prices of the holdings of the Fund trading individually or in the aggregate at any point in time. These differences can be especially pronounced during times of market volatility or stress. During these periods, the demand for Shares may decrease considerably and cause the market price of Shares to deviate significantly from the Fund’s NAV. Thus, you may pay more (or less) than NAV when you buy Shares of the Fund in the secondary market, and you may receive less (or more) than NAV when you sell those Shares in the secondary market.
Large Shareholder Risk. Certain
shareholders, including an authorized participant, the Adviser or an affiliate of the Adviser, or other funds or accounts advised by the Adviser
or an affiliate of the Adviser, may own a substantial amount of Shares. Additionally, from time to time an authorized participant, a third-party
investor, the Adviser, or an affiliate of the Adviser may invest in the Fund and hold its investment for a specific period of time in order to
facilitate commencement of