UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-24127
| (Exact name of registrant as specified in charter) |
| 780 Third Avenue, 43rd Floor, New York, NY 10017 | ||
| (Address of principal executive offices) (Zip code) |
Gareth Griffiths
Baillie Gifford ETF Trust
Calton Square, 3 Haymarket Square
| Edinburgh, Scotland, UK, EH3 8RY |
(Name and address of agent for service)
Registrant's telephone number, including area code: 011-44-131-275-2000
Date of fiscal year end: December 31
Date of reporting period:
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
(a) The Report to Shareholders is attached herewith.

If you wish to find additional information about the Fund, including but not limited to the Fund's prospectus, financial information, holdings, and proxy voting information, please refer to the website address and contact information included at the beginning of this shareholder report.

If you wish to find additional information about the Fund, including but not limited to the Fund's prospectus, financial information, holdings, and proxy voting information, please refer to the website address and contact information included at the beginning of this shareholder report.

If you wish to find additional information about the Fund, including but not limited to the Fund's prospectus, financial information, holdings, and proxy voting information, please refer to the website address and contact information included at the beginning of this shareholder report.

If you wish to find additional information about the Fund, including but not limited to the Fund's prospectus, financial information, holdings, and proxy voting information, please refer to the website address and contact information included at the beginning of this shareholder report.
| (b) | Not applicable |
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
| (a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 7 of this form. |
| (b) | Not applicable |
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
The semi-annual financial statements are attached herewith.
The Financial Highlights are attached herewith.
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
Under the Investment Advisory Agreement, the Adviser is responsible for the payment of the Trust's operating expenses, including compensation of the Directors. Accordingly, no remuneration was paid by the Baillie Gifford ETF Trust to its Directors or officers during the period.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
Baillie Gifford ETF Trust
Baillie Gifford Emerging Markets ETF
Baillie Gifford International Alpha ETF
Baillie Gifford International Concentrated Growth ETF
Baillie Gifford Long Term Global Growth ETF
Baillie Gifford U.S. Equity Growth ETF
Board
considerations
Regarding INvestment management Agreement Approval
On December 9, 2025, the Board of Trustees (the “Board” and individually, the “Trustees”) of Baillie Gifford ETF Trust (the “Trust”), including a majority of the Trustees who are not “interested persons” as defined by the Investment Company Act of 1940, as amended (the “Independent Trustees”), approved the investment management agreement (the “Investment Management Agreement”) between the Trust, on behalf of Baillie Gifford Emerging Markets ETF, Baillie Gifford International Alpha ETF, Baillie Gifford International Concentrated Growth ETF, Baillie Gifford Long Term Global Growth ETF and Baillie Gifford U.S. Equity Growth ETF (each a “Fund” and collectively, the “Funds”), and Baillie Gifford Overseas Limited (the “Manager”). As part of the review process, the Independent Trustees met independently of Trust management and of the interested trustee of the Board to consider the approval of the Investment Management Agreement. During the review process, the Independent Trustees were represented by independent legal counsel and advised by their independent legal counsel of their fiduciary duties pertaining to approval of investment management agreements and the factors that they should consider in evaluating such agreements. The Independent Trustees reviewed materials received from the Manager, Broadridge, an independent provider of fund data (“Broadridge”), and independent legal counsel. After reviewing the information received, the Independent Trustees requested supplemental information, and the Manager provided materials in response. The Board determined that, given the totality of the information provided with respect to the Investment Management Agreement, the Board had received sufficient information to approve the Investment Management Agreement for each Fund.
The Board concluded that it was in the best interests of each Fund to approve the Investment Management Agreement. In reaching this conclusion for the Funds, the Board did not identify any single factor as determinative in its analysis, but rather the Board considered a variety of factors, including those discussed below. The Board did not allot a particular weight to any one factor or group of factors.
The Board considered the Manager’s proposal to convert Baillie Gifford International Concentrated Growth Equities Fund, Baillie Gifford Long Term Global Growth Fund and Baillie
Gifford U.S. Equity Growth Fund (the “Conversion Mutual Funds”), each a mutual fund series of Baillie Gifford Funds (a separate trust) (“BGF”) advised by the Manager, to Baillie Gifford International Concentrated Growth ETF, Baillie Gifford Long Term Global Growth ETF and Baillie Gifford U.S. Equity Growth ETF (the “Conversion ETFs”), respectively, each a proposed exchange-traded fund series of the Trust, and that the Conversion Mutual Funds and the corresponding Conversion ETFs have substantially similar investment strategies. The Board also considered that Baillie Gifford Emerging Markets ETF and Baillie Gifford International Alpha ETF (the “New ETFs”) were proposed as new exchange-traded funds and that the Manager currently advises corresponding mutual fund series of BGF with substantially similar investment strategies.
The Board considered the nature, extent and quality of the services expected to be provided by the Manager to each Fund. The Board noted that, pursuant to the Funds’ Investment Management Agreement, the Manager will provide advisory services and shareholder servicing, administrative and other services to the Funds and will receive a unitary management fee. The Board considered the background and qualifications of the investment, shareholder servicing, administrative, compliance and other personnel who would be involved in the management and oversight of the Funds. The Board noted that: (1) each Fund will be an actively-managed exchange-traded fund; (2) the portfolio management teams that would manage the Conversion ETFs currently manage the corresponding Conversion Mutual Funds, except that for Baillie Gifford International Concentrated Growth Equities Fund, Spencer Adair will retire as a portfolio manager of the Fund on March 31, 2026 and Kirsty Gibson will become a portfolio manager of the Fund on April 1, 2026; and (3) the portfolio management teams that would manage the New ETFs currently manage corresponding mutual fund series of BGF. The Board reviewed information regarding each Fund’s unitary management fee and estimated expense ratio, as compared to a peer group of funds assembled by Broadridge and to other clients of the Manager with a similar investment mandate. The Board also considered expense information for other actively-managed equity ETFs in each Fund’s investment category, as identified by the Manager. The Board considered the proposed investment objective, process, strategy and policies for each Fund, and noted that they were substantially similar to those of the corresponding Conversion Mutual Fund or other corresponding series of BGF, as applicable. The Board also received hypothetical back-tested performance information for each Fund, as compared to the historical investment performance of the corresponding Conversion Mutual Fund or other corresponding series of BGF, as applicable, and considered differences in the proposed management of each Fund’s investment portfolio in light of the ETF structure. The Board concluded that the nature, extent and quality of the services to be provided by the Manager to the Funds, pursuant to the Investment Management Agreement, were expected to be satisfactory.
The Board considered the Manager’s estimated level of profitability or loss with respect to the Funds and concluded that it was not unreasonable. The Board considered other potential benefits to be derived by the Manager from its relationship to the Funds, including reputational benefits. The Board also considered whether there were economies of scale with respect to management of the Funds. In this regard, the Board noted that the Funds were not yet operational and considered the Manager’s statement that, while the proposed unitary management fee for each Fund does not have breakpoints, such proposed fee assumes that the Fund will reach a certain scale.
The Board considered the proposed unitary management fee payable by each Fund under the Investment Management Agreement for the services to be provided. The Board noted that, under the unitary management fee arrangement, the Manager would be responsible for each Fund’s ordinary operating expenses, subject to certain exclusions as set forth in the Investment Management Agreement.
The Board considered the Manager’s explanation of its process in proposing a unitary management fee for each Fund that the Manager believes is appropriate and competitive in the marketplace. The Board reviewed each Fund’s proposed unitary management fee and estimated expense ratio and compared them to the average management fees and net expense ratios of an expense peer group and an expense universe of funds based on data provided by Broadridge. The comparable fund information showed that each Fund’s contractual unitary management fee was above the average contractual management fee of the expense peer group. In addition, the Board compared each Fund’s estimated expense ratio to the net expense ratios of other actively-managed equity ETFs in the Fund’s investment category, as identified by the Manager. The Manager discussed with the Board the limitations of the expense peer groups provided by Broadridge, as well the other actively-managed equity ETFs identified by the Manager, and the Board took these limitations into account in considering the comparative data. With respect to each Fund, the Board also reviewed the fee schedules for other clients of the Manager with a similar investment mandate. On the basis of the information provided, the Board concluded that the proposed unitary management fee for each Fund was reasonable.
Based upon all the information considered and the conclusions reached, the Board determined that the terms of the Investment Management Agreement for the Funds were reasonable and fair and that the approval of the Investment Management Agreement was in the best interests of each Fund.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 15. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 16. Controls and Procedures.
| (a) | The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the effectiveness of the design and operation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of this report, that the design and operation of such procedures are effective to provide reasonable assurance that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that information required to be disclosed by the registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the registrant’s management, |
| including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. | ||
| (b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during 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. |
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation.
Not Applicable.
Item 19. Exhibits.
| (a)(1) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
| (b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes- Oxley Act of 2002 are attached hereto. |
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) | Baillie Gifford ETF Trust |
| By (Signature and Title)* | /s/ Michael Stirling-Aird, President | |
| Michael Stirling-Aird, President | ||
| (principal executive officer) |
Date September 2, 2026
| By (Signature and Title)* | /s/ Lindsay Cockburn | |
| Lindsay Cockburn, Treasurer | ||
| (principal financial officer) |
Date September 2, 2026
* Print the name and title of each signing officer under his or her signature.