The Fund, an exchange-traded fund (“ETF”), is actively managed and seeks to achieve its investment objective primarily by taking long (buy) positions in equity securities of U.S. large-cap companies based on the results of a proprietary adaptive artificial intelligence (“AI”) framework (the “Model”). The Fund defines a large-cap company to be any company that is included in the S&P 500^® Index (the “Index”). The Index is a market capitalization weighted index representing the 500 largest public companies in the United States. The Fund’s investments are determined by the stock rankings as generated by the Model which was developed and is maintained by FINQ AI, LLC (the “Sub-Adviser”) and its affiliates. An “adaptive” AI framework is one designed to learn, evolve, and dynamically adjust its behavior and decision-making based on real-time data and market changes, rather than relying on static, predefined rules.

AI-Managed Ranking System

The Fund’s investments are determined by the Model which, at its core, is an adaptive relative ranking system that, once each trading day, ranks all 500 stocks comprising the Index from “1” (being most relatively attractive as determined by the Model) to “500” (being the least relatively attractive). The Model does not predict future performance, but rather, drawing from factors described below, establishes a dynamic and evolving “view” of each stock as to its relative positioning or attractiveness, based solely on how each stock ranks compared to its peers in the Index. Stocks ranked at the top may not necessarily “outperform” and those ranked at the bottom may not necessarily decline in value, but the Model’s relative positioning of each stock as compared to its peers dictates the investment selection process (as discussed below).

In formulating its view and rankings of relative attractiveness, the Model compares and processes a wide range of financial news and other data relevant to each company represented in the Index, gathered from public media sources, industry and institutional data providers and financial and regulatory filings databases. The Model processes these data inputs through its adaptive AI framework to arrive at relative attractiveness rankings and positioning. The Model:

The Model is an AI-managed system that operates fully autonomously, without human intervention or interference. It functions end-to-end based on AI logic and the learned elements of the system described above. The system methodology results in a daily, model-generated ranking of all 500 stocks in the Index and the Fund’s portfolio is constructed directly based on this ranking process as described below. Based on the data features noted above, the Model then processes the selected data features using its adaptive machine-learning algorithms, which learn and evaluate the relative importance of different data features and their relationships. Based on this analysis, the Model generates a composite score for each security, reflecting its relative attractiveness compared to other securities in the investment universe.

The securities are then ranked from highest to lowest based on their composite scores, with higher-ranked securities reflecting a more favorable relative assessment and lower-ranked securities reflecting a less favorable assessment. The relative importance of individual features may evolve over time as the Model adapts to changing data patterns and market conditions.

AI-Managed Investment Selection and Rebalancing

The Fund’s portfolio is selected based wholly on the rankings generated by the Model, which typically includes the Model’s top 25 to 35 ranked stocks. The selected securities are assigned approximately equal portfolio weights at each scheduled rebalance. Using the same adaptive AI framework to draw, ingest and apply data inputs as described above, the Model determines, on a daily basis, the specific stock positions invested in by the Fund (which vary as the Model’s rankings change), and the optimal number of stock positions (i.e., typically between 25 to 35). In making a daily determination of the stocks to be held by the Fund, the Model takes into account regulatory investment restrictions and limitations applicable to the Fund, including compliance with tax diversification requirements applicable to registered investment companies under the Internal Revenue Code of 1986, as amended (the “Code”). The Model generates one set of rankings and portfolio recommendations per trading day at approximately 11 a.m. Eastern Time. The rankings used for the Fund's portfolio construction are established during this daily process and are not continuously updated intraday. Following the Sub-Adviser's review of the recommendations for compliance with the Model's established rules and parameters, the recommendations are transmitted to the Adviser's trading team for execution.

The Sub-Adviser supervises and monitors the Model to detect and address any potential malfunctions or technology issues impacting the Model’s performance, which includes reviewing the Model’s outputs to ensure they adhere to the built-in rules and parameters. The Sub-Adviser will not alter the Model’s programming, and will not intervene or override the Model’s ranked selection and rebalancing outputs other than to ensure the Fund remains in compliance with applicable regulatory requirements.

Actual performance of the Fund may differ from the performance of the Model’s selected stock positions due to factors including (i) timing differences between when the Model generates its outputs and when corresponding portfolio securities transactions are executed and settled, (ii) brokerage commissions, transactions costs and other fees and expenses of the Fund; and (iii) any Fund holdings of cash or cash equivalents for operational or liquidity purposes. Accordingly, there can be no assurance that the Fund’s performance will fully reflect the performance of the Model’s selected stock positions.

Portfolio Characteristics

The Fund invests, under normal circumstances, at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in equity securities of U.S. large-cap companies.

The Fund is deemed to be non-diversified under the 1940 Act, which means that it may invest a greater percentage of its assets in the securities of a single issuer or a smaller number of issuers than if it was a diversified fund. The Fund’s portfolio of Index stocks, selected as dictated by the Model’s outputs, will be focused in certain sectors from time to time to the extent that stocks represented in the Index are focused in those sectors. As of the date of this Prospectus, the most prevalent sectors in the Index, based on market capitalization, included the communications, consumer discretionary, finance, healthcare and technology sectors. The Fund’s exposure to one or more market sectors is subject to change over time.

The Fund is expected to have a moderate to high portfolio turnover rate on an annual basis.