As filed with the Securities and Exchange Commission on September 1, 2026
1933 Act Registration No. 333-273052
1940 Act Registration No. 811-23887
United States
Securities and Exchange Commission
Washington, D.C. 20549
Form N‑1A
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Registration Statement Under the Securities Act of 1933 |
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Pre-Effective Amendment No. __ |
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Post-Effective Amendment No. 331 |
[X] |
and/or
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Registration Statement Under the Investment Company Act of 1940 |
[ ] |
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Amendment No. 333 |
[X] |
Roundhill ETF Trust
154 West 14th Street, 2nd Floor
New York, New York 10011
(646)
661-5441
Corporation Trust Company
1209 Orange Street
Wilmington,
New Castle County, Delaware 19801
(Name and Address of Agent for Service)
Copy to:
Timothy Maloney
Roundhill
Financial Inc.
154 West 14th
Street, 2nd Floor
New York, New York 10011
Morrison Warren, Esq.
Chapman
and Cutler LLP
320 South Canal Street
Chicago, Illinois
60606
Walter Draney, Esq.
Chapman
and Cutler LLP
320 South Canal Street
Chicago, Illinois
60606
Approximate date of Proposed Public Offering: It is proposed that this filing will become effective immediately upon filing pursuant to Rule 462(d) under the Securities Act of 1933, as amended (the “Securities Act”).
EXPLANATORY NOTE
This Post-Effective Amendment No. 331 to the Registration Statement on Form N-1A (File No. 333-273052) is being filed pursuant to Rule 462(d) under the Securities Act, solely for the purpose of filing additional exhibits to the Registration Statement. Accordingly, this Post-Effective Amendment No. 331 consists only of a facing page, this explanatory note, Part C of the Registration Statement on Form N-1A, the Exhibit Index, and the exhibits to the Registration Statement listed thereon. This Post-Effective Amendment No. 331 does not change the form of any prospectus or Statement of Additional Information included in post-effective amendments previously filed with the Securities and Exchange Commission (the “SEC”). As permitted by Rule 462(d), this Post-Effective Amendment No. 331 shall become effective upon filing with the SEC.
This Post-Effective Amendment No. 331 incorporates by reference the information contained in Parts A and B of Post-Effective Amendment No. 328 to the Registration Statement, which was filed on August 31, 2026.
Item 28. Exhibits
Exhibit No. Description
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(i) |
Not Applicable |
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(j) |
Consent of Independent Registered Public Accounting Firm (7) |
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(k) |
Not Applicable. |
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(l) |
Not Applicable. |
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(m) |
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(2) Amended Exhibit A to the Distribution and Service Plan (6) |
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(n) |
Not Applicable. |
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(o) |
Not Applicable. |
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(p) |
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(q) |
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(1) |
Previously filed with the Registrant’s Registration Statement on Form N-1A (File No. 333-273052) filed on October 20, 2023. |
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(2) |
Previously filed with the Registrant’s Registration Statement on Form N-1A (File No. 333-273052) filed on January 10, 2024. |
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(3) |
Previously filed with the Registrant’s Registration Statement on Form N-1A (File No. 333-273052) filed on February 27, 2024. |
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(4) |
Previously filed with the Registrant’s Registration Statement on Form N-1A (File No. 333-273052) filed on February 18, 2026. |
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(5) |
Previously filed with the Registrant’s Registration Statement on Form N-1A (File No. 333-273052) filed on April 30, 2026. |
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(6) |
Previously filed with the Registrant’s Registration Statement on Form N-1A (File No. 333-273052) filed on August 31, 2026. |
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(7) |
Filed herewith. |
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Item 29. |
Persons Controlled By or Under Common Control with Registrant |
Not Applicable.
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Item 30. |
Indemnification |
Pursuant to Article VII, Section 2(a) of the Trust’s Agreement and Declaration of Trust (the “Declaration”), the Trust shall indemnify, out of Trust Property (as such term is defined in the “Declaration”), to the fullest extent permitted under applicable law, any Person (as such term is defined in the “Declaration”) who was or is a party or is threatened to be made a party to any Proceeding (as such term is defined in the “Declaration”) by reason of the fact that such Person is or was an Agent (as such term is defined in the “Declaration”) of the Trust, against Expenses (as such term is defined in the “Declaration”), judgments, fines, settlements and other amounts actually
and reasonably incurred in connection with such Proceeding if such Person acted in good faith or in the case of a criminal proceeding, had no reasonable cause to believe the conduct of such Person was unlawful. The termination of any Proceeding by judgment, order, settlement, conviction or plea of nolo contendere or its equivalent shall not of itself create a presumption that the Person did not act in good faith or that the Person had reasonable cause to believe that the Person’s conduct was unlawful.
Insofar as indemnification for liability arising under the Securities Act of 1933 (the “1933 Act”) may be permitted to directors, officers and controlling persons of the Registrant pursuant to the provisions of Rule 484 under the 1933 Act, or otherwise, the Registrant has been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.
The Registrant hereby undertakes that it will apply the indemnification provision of the Declaration in a manner consistent with Release 11330 of the SEC under the 1940 Act, so long as the interpretation of Sections 17(h) and 17(i) thereunder remains in effect.
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Item 31. |
Business and Other Connections of the Investment Adviser |
Certain information pertaining to the business and other connections of Roundhill Financial Inc. (“Roundhill”), the investment adviser to the Funds, is hereby incorporated by reference from the Prospectuses and Statements of Additional Information contained herein. The information required by this Item with respect to any director, officer or partner of Roundhill is incorporated by reference to the Form ADV filed by Roundhill with the Securities and Exchange Commission pursuant to the Investment Advisers Act of 1940, as amended (File No. 801-114971).
Certain information pertaining to the business and other connections of Exchange Traded Concepts, LLC (“ETC”), the investment sub-adviser to the Funds, is hereby incorporated by reference from the Prospectuses and Statements of Additional Information contained herein. The information required by this Item with respect to any director, officer or partner of ETC is incorporated by reference to the Form ADV filed by ETC with the Securities and Exchange Commission pursuant to the Investment Advisers Act of 1940, as amended (File No. 801-70485).
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Item 32. |
Principal Underwriter |
(a) Foreside Fund Services, LLC (the “Distributor”) serves as principal underwriter for the Registrant and the following investment companies registered under the Investment Company Act of 1940, as amended:
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1. |
AB Active ETFs, Inc. |
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2. |
ABS Long/Short Strategies Fund |
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3. |
ActivePassive Core Bond ETF, Series of Trust for Professional Managers |
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4. |
ActivePassive Intermediate Municipal Bond ETF, Series of Trust for Professional Managers |
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5. |
ActivePassive International Equity ETF, Series of Trust for Professional Managers |
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6. |
ActivePassive U.S. Equity ETF, Series of Trust for Professional Managers |
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7. |
AdvisorShares Trust |
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8. |
AFA Private Credit Fund |
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9. |
AGF Investments Trust |
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10. |
AIM ETF Products Trust |
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11. |
Alexis Practical Tactical ETF, Series of Listed Funds Trust |
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12. |
AlphaCentric Prime Meridian Income Fund |
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13. |
Alternative Strategies Income Fund |
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14. |
American Century ETF Trust |
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15. |
AMG ETF Trust |
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16. |
Amplify ETF Trust |
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17. |
Applied Finance Dividend Fund, Series of World Funds Trust |
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18. |
Applied Finance Explorer Fund, Series of World Funds Trust |
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19. |
Applied Finance Select Fund, Series of World Funds Trust |
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20. |
Ardian Access LLC |
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21. |
ARK ETF Trust |
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22. |
ARK Venture Fund |
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23. |
Bitwise Funds Trust |
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24. |
BondBloxx ETF Trust |
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25. |
Bramshill Multi-Strategy Income Fund, Series of Investment Managers Series Trust |
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26. |
Bridgeway Funds, Inc. |
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27. |
Brinker Capital Destinations Trust |
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28. |
Brookfield Real Assets Income Fund Inc. |
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29. |
Build Funds Trust |
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30. |
Calamos Convertible and High Income Fund |
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31. |
Calamos Convertible Opportunities and Income Fund |
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32. |
Calamos Dynamic Convertible and Income Fund |
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33. |
Calamos Global Dynamic Income Fund |
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34. |
Calamos Global Total Return Fund |
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35. |
Calamos Strategic Total Return Fund |
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36. |
Carlyle Tactical Private Credit Fund |
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37. |
Cascade Private Capital Fund |
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38. |
Catalyst/Perini Strategic Income Fund |
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39. |
CBRE Global Real Estate Income Fund |
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40. |
Center Coast Brookfield MLP & Energy Infrastructure Fund |
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41. |
Cliffwater Corporate Lending Fund |
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42. |
Cliffwater Enhanced Lending Fund |
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43. |
Coatue Innovative Strategies Fund |
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44. |
Cohen & Steers ETF Trust |
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45. |
Convergence Long/Short Equity ETF, Series of Trust for Professional Managers |
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46. |
CornerCap Small-Cap Value Fund, Series of Managed Portfolio Series |
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47. |
CrossingBridge Ultra-Short Duration ETF, Series of Trust for Professional Managers |
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48. |
Curasset Capital Management Core Bond Fund, Series of World Funds Trust |
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49. |
Curasset Capital Management Limited Term Income Fund, Series of World Funds Trust |
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50. |
CYBER HORNET S&P 500® and Bitcoin 75/25 Strategy ETF, Series of CYBER HORNET Trust |
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51. |
Davis Fundamental ETF Trust |
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52. |
Defiance BMNR Option Income ETF, Series of ETF Series Solutions |
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53. |
Defiance Connective Technologies ETF, Series of ETF Series Solutions |
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54. |
Defiance Drone and Modern Warfare ETF, Series of ETF Series Solutions |
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55. |
Defiance Quantum ETF, Series of ETF Series Solutions |
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56. |
Defiance Retail Kings ETF, Series of ETF Series Solutions |
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57. |
Denali Structured Return Strategy Fund |
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58. |
Dodge & Cox Funds |
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59. |
DoubleLine ETF Trust |
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60. |
DoubleLine Income Solutions Fund |
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61. |
DoubleLine Opportunistic Credit Fund |
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62. |
DoubleLine Yield Opportunities Fund |
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63. |
DriveWealth ETF Trust |
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64. |
EIP Investment Trust |
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65. |
Ellington Income Opportunities Fund |
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66. |
ETF Opportunities Trust |
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67. |
Exchange Listed Funds Trust |
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68. |
Exchange Place Advisors Trust |
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69. |
FIS Trust |
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70. |
FlexShares Trust |
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71. |
Fortuna Hedged Bitcoin ETF, Series of Listed Funds Trust |
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72. |
Forum Funds |
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73. |
Forum Funds II |
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74. |
Forum Real Estate Income Fund |
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75. |
GMO ETF Trust |
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76. |
GoldenTree Opportunistic Credit Fund |
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77. |
Gramercy Emerging Markets Debt Fund, Series of Investment Managers Series Trust |
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78. |
Grayscale Funds Trust |
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79. |
Guinness Atkinson Funds |
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80. |
Harbor ETF Trust |
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81. |
Harris Oakmark ETF Trust |
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82. |
Hawaiian Tax-Free Trust |
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83. |
Horizon Kinetics Blockchain Development ETF, Series of Listed Funds Trust |
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84. |
Horizon Kinetics Energy and Remediation ETF, Series of Listed Funds Trust |
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85. |
Horizon Kinetics Inflation Beneficiaries ETF, Series of Listed Funds Trust |
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86. |
Horizon Kinetics Japan Owner Operator ETF, Series of Listed Funds Trust |
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87. |
Horizon Kinetics Medical ETF, Series of Listed Funds Trust |
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88. |
Horizon Kinetics SPAC Active ETF, Series of Listed Funds Trust |
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89. |
Horizon Kinetics Texas ETF, Series of Listed Funds Trust |
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90. |
Innovator ETFs Trust |
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91. |
Ironwood Institutional Multi-Strategy Fund LLC |
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92. |
Ironwood Multi-Strategy Fund LLC |
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93. |
Jensen Quality Growth ETF, Series of Trust for Professional Managers |
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94. |
John Hancock Exchange-Traded Fund Trust |
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95. |
Kurv ETF Trust |
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96. |
Lazard Active ETF Trust |
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97. |
LDR Real Estate Value-Opportunity Fund, Series of World Funds Trust |
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98. |
Lone Peak Value Fund, Series of World Funds Trust |
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99. |
Mairs & Power Balanced Fund, Series of Trust for Professional Managers |
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100. |
Mairs & Power Growth Fund, Series of Trust for Professional Managers |
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101. |
Mairs & Power Minnesota Municipal Bond ETF, Series of Trust for Professional Managers |
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102. |
Mairs & Power Small Cap Fund, Series of Trust for Professional Managers |
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103. |
Manor Investment Funds |
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104. |
MoA Funds Corporation |
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105. |
Moerus Worldwide Value Fund, Series of Northern Lights Fund Trust IV |
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106. |
Morgan Stanley ETF Trust |
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107. |
Morgan Stanley Pathway Large Cap Equity ETF, Series of Morgan Stanley Pathway Funds |
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108. |
Morgan Stanley Pathway Small-Mid Cap Equity ETF, Series of Morgan Stanley Pathway Funds |
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109. |
Morningstar Funds Trust |
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110. |
NEOS ETF Trust |
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111. |
Niagara Income Opportunities Fund |
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112. |
NXG Cushing® Midstream Energy Fund |
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113. |
NXG NextGen Infrastructure Income Fund |
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114. |
OTG Latin American Fund, Series of World Funds Trust |
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115. |
Overlay Shares Core Bond ETF, Series of Listed Funds Trust |
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116. |
Overlay Shares Foreign Equity ETF, Series of Listed Funds Trust |
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117. |
Overlay Shares Hedged Large Cap Equity ETF, Series of Listed Funds Trust |
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118. |
Overlay Shares Large Cap Equity ETF, Series of Listed Funds Trust |
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119. |
Overlay Shares Municipal Bond ETF, Series of Listed Funds Trust |
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120. |
Overlay Shares Short Term Bond ETF, Series of Listed Funds Trust |
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121. |
Overlay Shares Small Cap Equity ETF, Series of Listed Funds Trust |
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122. |
Palmer Square Funds Trust |
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123. |
Palmer Square Opportunistic Income Fund |
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124. |
Partners Group Private Income Opportunities, LLC |
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125. |
Perkins Discovery Fund, Series of World Funds Trust |
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126. |
Philotimo Focused Growth and Income Fund, Series of World Funds Trust |
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127. |
Plan Investment Fund, Inc. |
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128. |
Point Bridge America First ETF, Series of ETF Series Solutions |
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129. |
Precidian ETFs Trust |
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130. |
Rareview 2x Bull Cryptocurrency & Precious Metals ETF, Series of Collaborative Investment Series Trust |
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131. |
Rareview Dynamic Fixed Income ETF, Series of Collaborative Investment Series Trust |
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132. |
Rareview Systematic Equity ETF, Series of Collaborative Investment Series Trust |
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133. |
Rareview Tax Advantaged Income ETF, Series of Collaborative Investment Series Trust |
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134. |
Rareview Total Return Bond ETF, Series of Collaborative Investment Series Trust |
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135. |
Renaissance Capital Greenwich Funds |
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136. |
REX ETF Trust |
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137. |
Reynolds Funds, Inc. |
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138. |
RMB Investors Trust |
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139. |
Robinson Opportunistic Income Fund, Series of Investment Managers Series Trust |
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140. |
Robinson Tax Advantaged Income Fund, Series of Investment Managers Series Trust |
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141. |
Roundhill Ball Metaverse ETF, Series of Listed Funds Trust |
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142. |
Roundhill Cannabis ETF, Series of Listed Funds Trust |
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143. |
Roundhill ETF Trust |
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144. |
Roundhill Magnificent Seven ETF, Series of Listed Funds Trust |
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145. |
Roundhill Sports Betting & iGaming ETF, Series of Listed Funds Trust |
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146. |
Roundhill Video Games ETF, Series of Listed Funds Trust |
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147. |
Rule One Fund, Series of World Funds Trust |
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148. |
Russell Investments Exchange Traded Funds |
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149. |
Securian AM Real Asset Income Fund, Series of Investment Managers Series Trust |
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150. |
Six Circles Trust |
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151. |
Sound Shore Fund, Inc. |
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152. |
SP Funds Trust |
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153. |
Sparrow Funds |
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154. |
Spear Alpha ETF, Series of Listed Funds Trust |
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155. |
STF Tactical Growth & Income ETF, Series of Listed Funds Trust |
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156. |
STF Tactical Growth ETF, Series of Listed Funds Trust |
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157. |
Strategic Trust |
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158. |
Strategy Shares |
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159. |
Swan Hedged Equity US Large Cap ETF, Series of Listed Funds Trust |
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160. |
Tekla World Healthcare Fund |
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161. |
Tema ETF Trust |
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162. |
The 2023 ETF Series Trust |
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163. |
The Community Development Fund |
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164. |
The Cook & Bynum Fund, Series of World Funds Trust |
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165. |
The Private Shares Fund |
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166. |
The SPAC and New Issue ETF, Series of Collaborative Investment Series Trust |
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167. |
Third Avenue Trust |
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168. |
Third Avenue Variable Series Trust |
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169. |
Tidal Trust I |
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170. |
Tidal Trust II |
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171. |
Tidal Trust III |
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172. |
Tidal Trust IV |
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173. |
TIFF Investment Program |
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174. |
Timothy Plan High Dividend Stock ETF, Series of The Timothy Plan |
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175. |
Timothy Plan International ETF, Series of The Timothy Plan |
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176. |
Timothy Plan Market Neutral ETF, Series of The Timothy Plan |
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177. |
Timothy Plan US Large/Mid Cap Core ETF, Series of The Timothy Plan |
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178. |
Timothy Plan US Small Cap Core ETF, Series of The Timothy Plan |
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179. |
Total Fund Solution |
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180. |
Touchstone ETF Trust |
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181. |
Trailmark Series Trust |
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182. |
T-Rex 2X Inverse Bitcoin Daily Target ETF, Series of World Funds Trust |
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183. |
T-Rex 2x Inverse Ether Daily Target ETF, Series of World Funds Trust |
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184. |
T-Rex 2X Long Bitcoin Daily Target ETF, Series of World Funds Trust |
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185. |
T-Rex 2x Long Ether Daily Target ETF |
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186. |
U.S. Global Investors Funds |
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187. |
Union Street Partners Value Fund, Series of World Funds Trust |
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188. |
Vest Bitcoin Strategy Managed Volatility Fund, Series of World Funds Trust |
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189. |
Vest S&P 500® Dividend Aristocrats Target Income Fund, Series of World Funds Trust |
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190. |
Vest US Large Cap 10% Buffer Strategies Fund, Series of World Funds Trust |
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191. |
Vest US Large Cap 20% Buffer Strategies Fund, Series of World Funds Trust |
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192. |
Virtus Stone Harbor Emerging Markets Income Fund |
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193. |
Volatility Shares Trust |
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194. |
WEBs ETF Trust |
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195. |
Wedbush Series Trust |
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196. |
Wellington Global Multi-Strategy Fund |
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197. |
Wilshire Mutual Funds, Inc. |
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198. |
Wilshire Variable Insurance Trust |
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199. |
WisdomTree Trust |
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200. |
XAI Octagon Floating Rate & Alternative Income Term Trust |
(b) To the best of the Registrant’s knowledge, the following are the Officers and Manager of the Distributor, the Registrant’s underwriter. The Distributor’s main business address is 190 Middle Street, Suite 301, Portland, Maine 04101.
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Name |
Address |
Position with Underwriter |
Position with Registrant |
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Teresa Cowan |
190 Middle Street, Suite 301, Portland, ME 04101 |
President/Manager |
None |
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Chris Lanza |
190 Middle Street, Suite 301, Portland, ME 04101 |
Vice President |
None |
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Kate Macchia |
190 Middle Street, Suite 301, Portland, ME 04101 |
Vice President |
None |
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Alicia Strout |
190 Middle Street, Suite 301, Portland, ME 04101 |
Vice President and Chief Compliance Officer |
None |
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Gabriel E. Edelman |
190 Middle Street, Suite 301, Portland, ME 04101 |
Secretary |
None |
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Susan L. LaFond |
190 Middle Street, Suite 301, Portland, ME 04101 |
Treasurer |
None |
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Weston Sommers |
190 Middle Street, Suite 301, Portland, ME 04101 |
Financial and Operations Principal and Chief Financial Officer |
None |
(c) Not Applicable.
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Item 33. |
Location of Accounts and Records |
Accounts, books and other documents required to be maintained by Section 31(a) [15 U.S.C. 80a-30(a)] and the rules under that section, are maintained by: Roundhill Financial Inc. 154 West 14th Street, 2nd Floor, New York, New York 10011; U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, Milwaukee, Wisconsin 53202; U.S. Bank, N.A, 1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53202; Foreside Fund Services LLC, 190 Middle Street, Suite 301, Portland, Maine 04101; and Exchange Traded Concepts, LLC, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120.
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Item 34. |
Management Services |
Not Applicable.
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Item 35. |
Undertakings |
Not Applicable.
Signatures
Pursuant to the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirement for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly caused this Registration Statement to be signed on its behalf by the undersigned, duly authorized in the City of New York, and State of New York on September 1, 2026.
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Roundhill ETF Trust |
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By: |
/s/ Timothy Maloney |
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Timothy Maloney, Chairman of the Board of Trustees |
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Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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Signature |
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Capacity |
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Date |
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/s/ Will Hershey |
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President |
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September 1, 2026 |
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Will Hershey |
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(Principal Executive Officer) |
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/s/ Timothy Maloney |
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Treasurer and Chief Financial Officer |
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September 1, 2026 |
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Timothy Maloney |
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(Principal Financial Officer and Principal Accounting Officer) |
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John Pesce* |
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Trustee |
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September 1, 2026 |
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John Pesce |
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Felix Rivera* |
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Trustee |
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September 1, 2026 |
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Felix Rivera |
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Jeffrey Youngman* |
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Trustee |
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September 1, 2026 |
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Jeffrey Youngman |
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* |
Original powers of attorney authorizing Will Hershey and Timothy Maloney to execute this Registration Statement, and amendments thereto, for each of the trustees of the Registrant on whose behalf this Registration Statement is executed, were previously executed and were filed as an exhibit and are incorporated by reference herein. |
Index to Exhibits
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(j) |