N-CSR 1 etfmg_ncsr.htm ANNUAL CERTIFIED SHAREHOLDER REPORT




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: September 30, 2022



Item 1. Reports to Stockholders.

(a)
Annual Reports



ETFMG Prime Junior Silver Miners ETF

SILJ

 

ETFMG Prime 2x Daily Junior Silver 

Miners ETF

SILX

 

Annual Report

 

September 30, 2022

 

 

 

 

The funds are series of ETF Managers Trust.

 


 

ETFMG™ ETFs

 

TABLE OF CONTENTS 

September 30, 2022

 

 

  Page
Shareholders’ Letter 2
Growth of $10,000 Investment and Top 10 Holdings 6
Important Disclosures and Key Risk Factors 9
Portfolio Allocations 12
Schedules of Investments and Total Return Swaps 13
Statements of Assets and Liabilities 18
Statements of Operations 19
Statements of Changes in Net Assets 20
Financial Highlights 22
Notes to the Financial Statements 24
Report of Independent Registered Public Accounting Firm 35
Expense Examples 36
Trustees and Officers Table 37
Federal Tax Information 39
Information about Portfolio Holdings 40
Information about Proxy Voting 40
Privacy Policy 41

 

1

 

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 September 30, 2022.

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

Performance Overview

 

During the fiscal-year ended September 30, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned -20.0%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned -24.5%. Below is a performance overview for each Fund for the same 1 year period.

 

ETFMG Prime Junior Silver ETF (SILJ)

 

The ETFMG Prime Junior Silver ETF (the “Fund”) 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 the Fund was -22.63%, while the total return for the Index was - 22.62%. The best performers in the Fund on the basis of contribution to return were Turquoise Hill Resources Ltd, Yamana Gold Inc, Capstone Copper Corp and Ssr Mining Inc and Aya Gold & Silver Inc, while the worst performers in the Fund on the basis of contribution to return were First Majestic Silver Corp, Pan American Silver Corp, Gatos Silver Inc, Hecla Mining Co, Gogold Resources Inc.

 

During the reporting period, the Fund saw an average approximate allocation of 97.97% to Materials. The Fund was, exposed predominately to Canada 65.63%, followed by Mongolia 13.23% and the United States 8.44%.

 

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 September 30, 2022 with respect to SILX and October 1, 2021 through July 15, 2022 the last day of operations, with respect to SINV.

 

2

 

The ETFs are leveraged and seek daily investment results, before fees and expenses, of 200% or - 200% of the performance of the Index. The ETFs, 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 ETFs over longer periods may not correlate to the Index performance. The ETFs 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, sustain the potential, significant losses/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 ETF’s daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning each 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 that ETF. Each ETF pursues its investment objective regardless of market conditions and does not take defensive positions. Each 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, each ETF invests in some combination of financial instruments, including derivatives. Each 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.

 

The ETFs may use certain investment techniques, including 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 may increase the volatility of the ETFs. The use of derivatives may expose the ETFs 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 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 an ETF has met its daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of each ETF as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing. Factors Affecting Performance of the ETFs:

 

Leverage – Each ETF seeks daily investment results (before fees and expenses) of 200% or -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. The market conditions that affected the Index during the past year are described in the Performance Overview section.

 

3

 

Volatility and Compounding – The goal of the ETFs is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, an 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 ETFs over longer periods are greater or less than the ETF’s daily stated goal. Periods of high volatility that lack a clear trend hurt an ETF’s performance while trending, low volatility markets enhance an ETF’s performance.

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, an ETF receives [LIBOR] plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by ETF 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 an ETF’s performance and ability to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in each 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 ETFs. 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.

 

Performance Review

 

The following information pertains to the fiscal period from October 1, 2021 to September 30, 2022 with respect to SILX and October 1, 2021 through July 15, 2022 the last day of operations, with respect to SINV.

 

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 -22.62% and a volatility of 44.4%. 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 -54.16% for the reporting period and a volatility of 88.6%. For the reporting period SILX had an average daily volume of 24,604 shares and an average daily statistical correlation of 99.6% 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 -26.13% and a volatility of 44.1%. 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 -6.14% and a volatility of 87.6%. For the reporting period SINV had an average daily volume of 4,670 shares and an average daily statistical correlation of over -97.9% to the return of the Index.

 

Swap Agreements:

 

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

 

4

 

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

 

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

 

5

  

ETFMG Prime Junior Silver Miners ETF 

Growth of $10,000 (Unaudited)

 

 
Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
  5 Year
Return
  Since
Inception
(11/28/12)
  Value of
$10,000
(9/30/2022)
ETFMG Prime Junior Silver Miners ETF (NAV)     -22.63 %     -4.16 %     -6.93 %   $ 4,934  
ETFMG Prime Junior Silver Miners ETF (Market)     -22.50 %     -4.20 %     -6.94 %   $ 4,929  
S&P 500 Index     -15.47 %     9.24 %     12.10 %   $ 30,776  
Prime Junior Silver Miners & Explorers Index*     -22.62 %     -4.00 %     -6.15 %   $ 5,354  

 

* 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.

  

6

 

ETFMG Prime Junior Silver Miners ETF

 

 

Top Ten Holdings as of September 30, 2022 (Unaudited)*
    Security   % of Total Investments
1   Turquoise Hill Resources, Ltd.   12.85%
2   First Majestic Silver Corp.   12.55%
3   Yamana Gold, Inc.   9.92%
4   Pan American Silver Corp.   5.90%
5   SSR Mining, Inc.   5.47%
6   SilverCrest Metals, Inc.   4.64%
7   Hecla Mining Co.   4.49%
8   MAG Silver Corp.   3.63%
9   Cia de Minas Buenaventura SAA - ADR   3.49%
10   Endeavour Silver Corp.   3.27%

 

Top Ten Holdings = 66.21% of Total Investments

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

 

7

ETFMG Prime 2x Daily Junior Silver Miners ETF 

Growth of $10,000 (Unaudited)

 

 

Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
  Since
Inception
(6/15/2021)
   
Value of
$10,000
(9/30/2022)
ETFMG Prime 2x Daily Junior Silver Miners ETF (NAV)     -54.16 %     -69.98 %   $ 2,110  
ETFMG Prime 2x Daily Junior Silver Miners ETF (Market)     -53.98 %     -69.76 %   $ 2,130  
S&P 500 Index     -15.47 %     -10.95 %   $ 8,607  
Prime Junior Silver Miners & Explorers Index     -22.62 %     -38.11 %   $ 5,377  

 

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 50 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.

 

11

 

ETFMG™ ETFs

 

PORTFOLIO ALLOCATIONS

As of September 30, 2022 (Unaudited)

 

 

    ETFMG
Prime Junior
Silver Miners
ETF
    ETFMG Prime
2x Daily Junior
Silver Miners
ETF
 
As a percent of Net Assets:            
Australia     0.4 %     %
Canada     81.3        
Luxembourg     0.6        
Peru     3.5        
South Africa     2.9        
United Kingdom     0.7        
United States     8.7        
Virgin Islands     0.0 *      
Total Return Swap           75.7  
Short-Term and other Net Assets (Liabilities)     1.9       24.3  
      100.0 %     100.0 %

 

* Amount is less than 0.05.

12

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
COMMON STOCKS - 98.1%                
Australia - 0.4%                
Metals & Mining - 0.4% (d)                
Kingsgate Consolidated, Ltd. (a)     2,511,920     $ 2,522,605  
                 
Canada - 81.3%                
Metals & Mining - 81.3% (d)                
AbraSilver Resource Corp. (a)     17,129,762       5,208,311  
Americas Gold & Silver Corp. (a)(e)     2,772,472       1,164,103  
Andean Precious Metals Corp. (a)(e)     2,375,830       1,324,349  
Aris Mining Corp.     1,125,760       3,023,542  
Ascot Resources, Ltd. (a)     5,022,970       1,418,148  
Aya Gold & Silver, Inc. (a)     1,579,123       9,156,821  
Bear Creek Mining Corp. (a)(e)     1,869,700       785,048  
Benchmark Metals, Inc. (a)     2,011,832       568,006  
Canada Silver Cobalt Works, Inc. (a)     2,081,614       135,625  
Capstone Copper Corp. (a)     7,952,432       18,767,820  
Coppernico Metals, Inc. (a)(b)     585,867       118,844  
Discovery Silver Corp. NPV (a)     5,262,407       3,581,035  
Dolly Varden Silver Corp. (a)(e)     3,469,594       1,092,607  
Dundee Precious Metals, Inc.     2,192,360       9,744,880  
Eldorado Gold Corp. (a)     2,129,490       12,872,365  
Endeavour Silver Corp. (a)     6,555,908       19,798,842  
Excellon Resources, Inc. (a)(e)     529,330       182,019  
First Majestic Silver Corp.     9,986,328       76,095,819  
Fortuna Silver Mines, Inc. (a)     3,360,545       8,417,480  
GoGold Resources, Inc. (a)     4,444,880       5,084,092  
Hudbay Minerals, Inc.     3,019,618       12,154,107  
Kootenay Resources, Inc. (a)(b)     224,973       1,628  
Kootenay Silver, Inc. (a)(e)     5,414,988       450,808  
Liberty Gold Corp. (a)     3,654,056       1,071,338  
MAG Silver Corp. (a)     1,756,998       21,991,889  
Mandalay Resources Corp. (a)(e)     460,196       583,012  
Metalla Royalty & Streaming, Ltd. (a)     225,038       866,690  
Minaurum Gold, Inc. (a)(e)     1,836,546       279,201  
Mirasol Resources, Ltd. (a)(e)     270,886       80,402  
New Gold, Inc. (a)     7,866,979       7,005,020  
New Pacific Metals Corp. (a)     785,667       1,643,738  
Orla Mining, Ltd. (a)     2,980,279       9,730,378  
Pan American Silver Corp.     2,248,694       35,748,594  
Sabina Gold & Silver Corp. (a)     6,323,505       4,989,771  
Seabridge Gold, Inc. (a)     935,882       11,131,532  
Sierra Metals, Inc.     1,886,191       955,828  
Silvercorp Metals, Inc.     2,662,761       6,226,313  
SilverCrest Metals, Inc. (a)     5,065,100       28,124,166  
SSR Mining, Inc.     2,256,044       33,170,633  
Trevali Mining Corp. (a)(e)     970,159       14,047  

 

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

13

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Turquoise Hill Resources, Ltd. (a)     2,630,405     $ 77,882,915  
Yamana Gold, Inc.     13,281,499       60,165,190  
Total Metals & Mining             492,806,956  
                 
Luxembourg - 0.6%                
Metals & Mining - 0.6% (d)                
Nexa Resources SA     662,666       3,419,357  
                 
Peru - 3.5%                
Metals & Mining - 3.5% (d)                
Cia de Minas Buenaventura SAA - ADR     3,143,173       21,153,554  
                 
South Africa - 2.9%                
Metals & Mining - 2.9% (d)                
Harmony Gold Mining Co., Ltd. - ADR     7,318,159       17,783,126  
                 
United Kingdom - 0.7%                
Metals & Mining - 0.7% (d)                
Hochschild Mining PLC     5,953,092       3,921,668  
                 
United States - 8.7%                
Metals & Mining - 8.7% (d)                
Coeur Mining, Inc. (a)     3,231,042       11,050,164  
Gatos Silver, Inc. (a)     2,385,927       6,394,284  
Gold Resource Corp.     1,016,625       1,677,431  
Golden Minerals Co. (a)(e)     2,513,229       648,413  
Hecla Mining Co.     6,910,650       27,227,963  
Ivanhoe Electric, Inc. (a)     464,777       3,834,410  
McEwen Mining, Inc. (a)     545,591       1,778,627  
Total Metals & Mining             52,611,292  
                 
Virgin Islands (UK) - 0.0% (f)                
Metals & Mining - 0.0% (d)(f)                
Sailfish Royalty Corp.     359,769       239,612  
TOTAL COMMON STOCKS (Cost $816,551,638)             594,458,170  
                 
SHORT-TERM INVESTMENTS - 1.9%                
Money Market Funds - 1.9%                
First American Government Obligations Fund - Class X, 2.77% (c)     11,771,116       11,771,116  
TOTAL SHORT-TERM INVESTMENTS (Cost $11,771,116)                
                 
Total Investments (Cost $828,322,754) - 100.0%             606,229,286  
Other Assets in Excess of Liabilities - 0.0% (f)             128,314  
TOTAL NET ASSETS - 100.0%           $ 606,357,600  

 

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

14

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

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 $120,472, which represents 0.02% 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 September 30, 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 $6,604,009, which represents 1.1% of total net assets.
(f) 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.

15

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 24.3%                
Money Market Funds - 24.3%                
First American Government Obligations Fund - Class X, 2.77% (a)     481,078     $ 481,078  
TOTAL SHORT-TERM INVESTMENTS (Cost $481,078)             481,078  
                 
Total Investments (Cost $481,078) - 24.3%             481,078  
Other Assets in Excess of Liabilities - 75.7%             1,501,530  
TOTAL NET ASSETS - 100.0%           $ 1,982,608  

 

Percentages are stated as a percent of net assets.

 


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

 

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

16

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

Schedule of Total Return Swaps

September 30, 2022

 

 

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%   $       —     $ 3,899,931     $       —  

 

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

17

ETFMG™ ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2022

 

 

    ETFMG Prime
Junior Silver
Miners ETF
    ETFMG Prime
2x Daily
Junior Silver
Miners ETF
 
ASSETS            
Investments in unaffiliated securities, at value*   $ 606,229,286     $ 481,078  
Foreign currency*     730        
Deposits at Broker for total return swap contracts           1,428,450  
Receivable for open swap contracts           73,830  
Receivables:                
Dividends and interest receivable     442,641       574  
Receivable for investments sold     22,110        
Total assets     606,694,767       1,983,932  
                 
LIABILITIES                
Payables:                
Management fees payable     337,167       1,324  
Total liabilities     337,167       1,324  
Net Assets   $ 606,357,600     $ 1,982,608  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 1,088,852,070     $ 2,382,374  
Total Distributable Earnings (Accumulated Losses)     (482,494,470 )     (399,766 )
Net Assets   $ 606,357,600     $ 1,982,608  
                 
*Identified Cost:                
                 
Investments in unaffiliated securities   $ 828,322,754     $ 481,078  
Foreign currency     737        
                 
Shares Outstanding^     66,550,000       940,000  
Net Asset Value, Offering and Redemption Price per Share   $ 9.11     $ 2.11  

 

^ No par value, unlimited number of shares authorized

 

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

18

ETFMG™ ETFs

 

STATEMENTS OF OPERATIONS

For the Year ended September 30, 2022

 

 


  ETFMG Prime
Junior Silver
Miners ETF
    ETFMG Prime
2x Daily
Junior Silver
Miners ETF
 
INVESTMENT INCOME                
Income:                
Dividends from unaffiliated securities (net of foreign withholdings tax of $800,367 and $0, respectively)   $ 6,125,100     $  
Interest     56,017       3,301  
Total Investment Income     6,181,117       3,301  
                 
Expenses:                
Management fees     5,247,758       15,768  
Total Expenses     5,247,758       15,768  
Net Investment Income (Loss)     933,359       (12,467 )
                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS AND SWAP CONTRACTS                
Net Realized Gain (Loss) on:                
Unaffiliated Investments     (152,492,632 )      
In-Kind redemptions     22,723,384        
Foreign currency and foreign currency translation     (428,800 )      
Swap contracts           (2,140,682 )
Net Realized Loss on Investments, Swap Contracts and In-Kind redemptions     (130,198,048 )     (2,140,682 )
Net Change in Unrealized Appreciation (Depreciation) of:                
Unaffiliated Investments     (73,184,264 )      
Foreign currency and foreign currency translation     (349 )      
Net change in Unrealized Appreciation (Depreciation) on Investments and Swap Contracts     (73,184,613 )      
Net Realized and Unrealized Loss on Investments and Swap Contracts     (203,382,661 )     (2,140,682 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (202,449,302 )   $ (2,153,149 )

 

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

19

ETFMG Prime Junior Silver Miners ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 


  Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income (loss)   $ 933,359     $ (713,805 )
Net realized gain (loss) on investments, in-kind redemptions and foreign currency and foreign currency translation     (130,198,048 )     4,697,566  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (73,184,613 )     (204,205,217 )
Net decrease in net assets resulting from operations     (202,449,302 )     (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     83,589,400       527,049,120  
Transaction Fees (See Note 1)     4,914       822  
Net increase in net assets from capital share transactions     83,594,314       527,049,942  
Total increase (decrease) in net assets     (121,629,469 )     319,668,486  
                 
NET ASSETS                
Beginning of Year     727,987,069       408,318,583  
End of Year   $ 606,357,600     $ 727,987,069  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold  
18,400,000     $ 245,058,950    
43,950,000     $ 706,233,470  
Transaction Fees  (See Note 1)           4,914             822  
Shares Redeemed     (13,450,000 )     (161,469,550 )     (11,950,000 )     (179,184,350 )
Net Transactions in Fund Shares     4,950,000     $ 83,594,314       32,000,000     $ 527,049,942  
Beginning Shares     61,600,000               29,600,000          
Ending Shares     66,550,000               61,600,000          

 

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

20

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2022
    Period Ended
September 30,
20211
 
OPERATIONS            
Net investment loss   $ (12,467 )   $ (1,658 )
Net realized loss on swap contracts     (2,140,682 )     (546,722 )
Net decrease in net assets resulting from operations     (2,153,149 )     (548,380 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets from capital share transactions     3,629,613       1,054,524  
Total increase in net assets     1,476,464       506,144  
                 
NET ASSETS                
Beginning of Year/Period     506,144        
End of Year/Period   $ 1,982,608     $ 506,144  

 

Summary of share transactions is as follows:

 

      Year Ended
September 30, 2022
    Period Ended
September 30, 20211
 
      Shares     Amount     Shares     Amount  
Shares Sold     1,110,000     $ 5,357,120     160,000     $ 1,345,424  
Shares Redeemed     (280,000 )     (1,727,507 )   (50,000 )     (290,900 )
Net Transactions in Fund Shares     830,000     $ 3,629,613     110,000     $ 1,054,524  
Beginning Shares     110,000                      
Ending Shares     940,000             110,000          

 

1 The Fund commenced operations on June 15, 2021.

 

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

21

ETFMG Prime Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
 
Net Asset Value,                              
Beginning Year   $ 11.82     $ 13.79     $ 9.45     $ 8.70     $ 11.84  
Income (Loss) from Investment Operations:                                        
Net investment income (loss)1     0.01       (0.01 )     (0.05 )     (0.02 )     (0.03 )
Net realized and unrealized gain (loss) on  investments     (2.68 )     (1.76 )     4.56       0.91       (3.11 )
Total from investment operations     (2.67 )     (1.77 )     4.51       0.89       (3.14 )
Less Distributions:                                        
Distributions from net investment income     (0.04 )     (0.20 )     (0.17 )     (0.14 )      
Total distributions     (0.04 )     (0.20 )     (0.17 )     (0.14 )      
Capital Share Transactions:                                        
Transaction fees     0.00 2     0.00 2                  
Net asset value, end year   $ 9.11     $ 11.82     $ 13.79     $ 9.45     $ 8.70  
Total Return     (22.63 )%     (13.06 )%     48.06 %     10.45 %     (26.50 )%
                                         
Ratios/Supplemental Data:                                        
Net assets at end year (000’s)   $ 606,358     $ 727,987     $ 408,319     $ 100,119     $ 45,265  
                                         
Gross Expenses to Average Net Assets     0.69 %     0.69 %     0.69 %     0.69 %     0.69 %
Net Investment Income (Loss) to Average Net Assets     0.12 %     (0.10 )%     (0.46 )%     (0.21 )%     (0.32 )%
Portfolio Turnover Rate     34 %     26 %     71 %     34 %     36 %

 


1 Calculated based on average shares outstanding during the year.

2 Amount is less than 0.005.

 

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

22

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year/period

 

 

    Year Ended
September 30,
2022
    Period Ended
September 30,
20211
 
Net Asset Value, Beginning Year/Period   $ 4.60     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment loss 2     (0.03 )     (0.02 )
Net realized and unrealized loss on investments     (2.46 )     (5.38 )
Total from investment operations     (2.49 )     (5.40 )
Net asset value, end year/period   $ 2.11     $ 4.60  
Total Return     (54.16 )%     (53.98 )%3
                 
Ratios/Supplemental Data:                
Net assets at end of year/period (000’s)   $ 1,983     $ 506  
                 
Gross Expenses to Average Net Assets     0.95 %     0.95 %4
Net Investment Loss to Average Net Assets     (0.75 )%     (0.88 )%4
Portfolio Turnover Rate     0 %     0 %3

 


1 The Fund commenced operations on June 15, 2021.

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.

23

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Prime Junior Silver Miners ETF (“SILJ”) and ETFMG Prime 2x Daily Junior Silver Miners ETF (“SILX”) (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.

 

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, 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.

 

24

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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 ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the ETFMG Prime Junior Silver Miners ETF held two securities that were fair valued by the Adviser.

 

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.

 

25

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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 September 30, 2022:

 

ETFMG Prime Junior Silver Miners ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 594,323,651     $ 14,047     $ 120,472     $ 594,458,170  
Short-Term Investments     11,771,116                   11,771,116  
Total Investments in Securities   $ 606,094,767     $ 14,047     $ 120,472     $ 606,229,286  

 

ETFMG Prime 2x Daily Junior Silver Miners ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Short-Term Investments   $ 481,078     $     $     $ 481,078  
Total Investments in Securities   $ 481,078     $     $     $ 481,078  

 

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.

 

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’ 2022 tax returns.

 

26

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

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 September 30, 2022, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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.

 

27

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

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 September 30, 2022.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

        Gross
Amounts of
Recognized
Assets
Presented in
the
     Gross           Gross Amounts not
offset in the Statements
of Assets & Liabilities
       
Counterparty   Investment
Type
  Statements
of Assets &
Liabilities
    Amounts
Available
Offset
    Net
Amounts
    Financial
Instruments
  Collateral
Received
    Net
Amount
 
Cowen and Company, LLC   Total Return Swap Contract   $ 73,830
  $     $ 73,830
  $   $     $ 73,830

 

The average monthly notional amount of the swap contracts during the year ended September 30, 2022 for SILX was $3,272,666.

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of September 30, 2022:

 

        Assets     Liabilities     Net Unrealized Gain
(Loss)
 
ETFMG Prime 2x Daily Junior Silver Miners ETF   Swap Contract   $ 73,830     $     $  

 

28

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the year ended September 30, 2022:

 

        Realized Gain (Loss)     Change in Unrealized Appreciation/Depreciation  
ETFMG Prime 2x                    
Daily Junior Silver Miners ETF   Swap Contract   $ (2,140,682 )   $  

 

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.

 

29

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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.

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.

 

A complete description of the principal risks is included in each Fund’s prospectus under the heading “Principal Investment Risks.”

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

The Adviser 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 Adviser, the Adviser 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 Adviser is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

30

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

Under the Investment Advisory Agreement, the Adviser 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 Adviser 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%

 

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”). 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. Level ETF Ventures, LLC (“Level”) serves as the index provider for SILJ and SILX. Level is not affiliated with the Trust or the Adviser.

 

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 Adviser compensates the Administrator for these services under an administration agreement between the two parties.

 

The Adviser pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Adviser 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 year ended September 30, 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 year ended September 30, 2022:

 

    Purchases     Sales  
ETFMG Prime Junior Silver Miners ETF   $ 250,498,204     $ 263,202,763  

 

31

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
ETFMG Prime Junior Silver Miners ETF   $ 241,832,399     $ 153,968,835  

 

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 year ended September 30, 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, 2022 were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net Unrealized
Appreciation
(Depreciation)
 
ETFMG Prime Junior Silver Miners ETF   $ 872,535,620     $ 39,564,185     $ (305,870,519 )   $ (266,306,334 )
ETFMG Prime 2x Daily Junior Silver Miners ETF   $ 481,078                    

 

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, 2022, 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 Junior Silver Miners ETF   $     $     $     $ (216,188,136 )   $ (482,494,470 )
ETFMG Prime 2x Daily Junior Silver Miners ETF                       (399,766 )     (399,766 )

 

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, 2022, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss
Carryforward
ST
    Capital Loss
Carryforward
LT
    Expires
ETFMG Prime Junior Silver Miners ETF   $ (96,264,792 )   $ (115,329,264 )   Indefinite
ETFMG Prime 2x Daily Junior Silver Miners ETF     (399,766 )         Indefinite

 

32

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

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, 2022.

 

    Late Year
Ordinary
Loss
    Post-
October
Capital
Loss
 
ETFMG Prime Junior Silver Miners ETF   $ (4,593,857 )   $  
ETFMG Prime 2x Daily Junior Silver Miners ETF            

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total
Distributable
Earnings/(Loss)
    Paid-In
Capital
 
ETFMG Prime Junior Silver Miners ETF   $ (12,343,306 )   $ 12,343,306  
ETFMG Prime 2x Daily Junior Silver Miners ETF     1,911,223       (1,911,223 )

 

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

 

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

 

NOTE 8 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

33

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

34

ETFMG™ ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of ETFMG Prime Junior Silver Miners ETF and ETFMG Prime 2x Daily Junior Silver Miners ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments of ETFMG Prime Junior Silver Miners ETF and the schedule of investments and total return swaps of ETFMG Prime 2x Daily Junior Silver Miners ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of periods indicated therein, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2022, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York

November 29, 2022

 

35

ETFMG™ ETFs

 

EXPENSE EXAMPLES

Six Months Ended September 30, 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
April 1,
2022
    Ending Account
Value
September 30,
2022
    Expenses
Paid During
the Period^
    Annualized
Expense Ratio
During the
Period April 1,
2022 to
September 30,
2022
 
ETFMG Prime Junior Silver Miners ETF                                
Actual   $ 1,000.00     $ 647.70     $ 2.85       0.69 %
Hypothetical (5% annual)     1,000.00       1,021.61       3.50       0.69 %
ETFMG Prime 2x Daily Junior Silver Miners ETF                                
Actual     1,000.00       358.10       3.23       0.95 %
Hypothetical (5% annual)     1,000.00       1,020.31       4.81       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 183/365 (to reflect the one-half year period).

 

36

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). 17 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 Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)
Kevin Hourihan (1978) Chief Compliance Officer (since 2022) Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015- 2019). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

37

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). 17 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). 17 None

 

38

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2022

 

 

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, 2022, 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 100.00%
ETFMG Prime 2x Daily 0.00%
Junior Silver Miners ETF  

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2022 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Prime Junior Silver Miners ETF 6.11%
ETFMG Prime 2x Daily 0.00%
Junior Silver Miners ETF  

 

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 0.00%
Junior Silver Miners ETF  

 

During the year ended September 30, 2022, 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, 2022. 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 9/30/22
 
ETFMG Prime Junior Silver Miners ETF   $ 6,758,031     $ 790,427       0.10154817       0.01187718       66,550,000  
39

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 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.

 

40

ETFMG™ ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)      The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)      The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)      The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)      The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)      The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)      The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

41

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

 

Annual Report

 

September 30, 2022

 

 

 

 

 

The funds are series of ETF Managers Trust.


ETFMG™ ETFs

 

TABLE OF CONTENTS

September 30, 2022

 

 

  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 35
   
Statements of Operations 36
   
Statements of Changes in Net Assets 37
   
Financial Highlights 41
   
Notes to the Financial Statements 45
   
Report of Independent Registered Public Accounting Firm 58
   
Expense Examples 59
   
Trustees and Officers Table 60
   
Federal Tax Information 62
   
Information about Portfolio Holdings 63
   
Information about Proxy Voting 63
   
Privacy Policy 64
1

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 September 30, 2022.

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

Performance Overview

 

During the fiscal year-ended September 30, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned -20.0%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned -24.5%. Also, during that period, the S&P 500, a broad measure of US listed companies, returned -15.47%. Below is a performance overview for each Fund for the same 12-month period, except as noted otherwise.

 

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 price and yield performance of the Prime Cyber Defense Index (the “PCD Index”).

 

Over the period, the total return for HACK was -28.77%, while the total return for the PCD Index was -28.56%. The best performers in HACK, on the basis of contribution to return were, Mandiant Inc, Sailpoint Technologies Holdi, Qualys Inc, Mantech International Corp-A and Booz Allen Hamilton Holdings, while the worst performers were Okta Inc, Splunk Inc, Cloudflare Inc - Class A, Akamai Technologies Inc, and Zscaler Inc.

 

During the reporting period, HACK saw an average approximate allocation of 79% to the Information Technology sector and 20.17% to Industrials. The portfolio securities held by HACK were exposed predominately to the United States at 84.76%, 6.41% to the United Kingdom, and 4.65% 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 price and yield performance of the Prime Mobile Payments Index (the “PMP Index”).

 

Over the period, the total return for IPAY was -44.18%, while the total return for the PMP Index was -44.31%. The best performers in IPAY, on the basis of contribution to return were, Cielo Sa, Evo Payments Inc-Class A, Jack Henry & Associates Inc, International Money Express and Moneygram International Inc, while the worst performers were Block Inc, Paypal Holdings Inc, Adyen Nv, Affirm Holdings Inc, and Nuvei Corp-Subordinate Vtg.

2

During the reporting period, IPAY saw an average approximate allocation of 86.69% to the IT Services sector and 12.0% to Consumer Finance. The portfolio securities held by IPAY were exposed predominately to the United States at 70.99%, followed by the Brazil at 4.25% and the Netherlands at 4.05%.

 

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 fiscal period, the total return for VALT was -2.29%, while the total return for its benchmark, the Bloomberg Barclays U.S. Treasury Bills Index: 1-3 month Index, was 0.64%.

 

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 price and yield performance of the Prime Treatments, Testing and Advancements Index (the “PTT Index”).

 

Over the fiscal period, the total return for GERM was - 49.14%, while the total return for the PTT Index was -49.35%. The best performers in GERM, on the basis of contribution to return were, Dicerna Pharmaceuticals Inc, Immunocore Holdings Plc-Adr, Meridian Bioscience Inc, Eli Lilly & Co and Abbvie Inc, while the worst performers were Novavax Inc, Moderna Inc, Curevac Nv, I-Mab-Sponsored Adr, and Biontech Se-Adr.

 

During the reporting period, GERM saw an average approximate allocation of 99.5% of its portfolio holdings to the Health Care sector. The portfolio securities held by GERM were exposed predominately to the United States at 78.56% followed by Germany at 8.3%, and China at 3.9%.

 

You can find further details about 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)

 

 

 

                Since     Value of  
Average Annual Returns   1 Year     5 Year     Inception     $10,000  
Year Ended September 30, 2022   Return     Return     (11/11/14)     (9/30/2022)  
ETFMG Prime Cyber Security ETF (NAV)   -28.77 %   8.12 %   7.75 %   $ 18,018  
ETFMG Prime Cyber Security ETF (Market)     -28.61 %     8.13 %     7.75 %   $ 18,017  
S&P 500 Index     -15.47 %     9.24 %     9.48 %   $ 20,423  
Prime Cyber Defense Index*     -28.56 %     8.50 %     8.19 %   $ 18,596  

 

*  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 September 30, 2022 (Unaudited)*

 

  Security   % of Total Investments
1 Zscaler, Inc.   4.84%
2 Fortinet, Inc.   4.70%
3 BAE Systems PLC   4.66%
4 Crowdstrike Holdings, Inc. - Class A   4.42%
5 VeriSign, Inc.   4.42%
6 Cloudflare, Inc. - Class A   4.33%
7 Booz Allen Hamilton Holding Corp.   4.19%
8 Palo Alto Networks, Inc.   4.18%
9 NortonLifeLock, Inc.   4.15%
10 Leidos Holdings, Inc.   4.14%

 

Top Ten Holdings = 44.03% 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)

 

 

 

                Since     Value of  
Average Annual Returns   1 Year     5 Year     Inception     $10,000  
Year Ended September 30, 2022   Return     Return     (7/15/15)     (9/30/2022)  
ETFMG Prime Mobile Payments ETF (NAV)     -44.18 %     3.21 %     6.11 %   $ 15,336  
ETFMG Prime Mobile Payments ETF (Market)     -44.21 %     3.08 %     6.06 %   $ 15,287  
S&P 500 Index     -15.47 %     9.24 %     9.70 %   $ 19,493  
Prime Mobile Payments Index*     -44.31 %     3.68 %     6.65 %   $ 15,907  

 

*  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 September 30, 2022 (Unaudited)*

 
  Security   % of Total Investments
1 ETFMG Sit Ultra Short ETF**   7.26%
2 PayPal Holdings, Inc.   5.17%
3 Fiserv, Inc.   5.02%
4 American Express Co.   4.98%
5 Visa, Inc. - Class A   4.95%
6 MasterCard, Inc. - Class A   4.87%
7 Fidelity National Information Services, Inc.   4.01%
8 Adyen NV   3.63%
9 Block, Inc.   3.06%
10 Global Payments, Inc.   2.96%

 

Top Ten Holdings= 45.91% 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)

 

 

          Since     Value of  
Average Annual Returns   1 Year     Inception     $10,000  
Year Ended September 30, 2022   Return     (10/8/2019)     (9/30/2022)  
ETFMG Sit Ultra Short ETF (NAV)     -2.29 %     -0.13 %   $ 9,962  
ETFMG Sit Ultra Short ETF  (Market)     -2.36 %     -0.16 %   $ 9,954  

 

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 September 30, 2022 (Unaudited)*

 

  Security   % of Total Investments
1 Brighthouse Financial Global Funding   2.96%
2 Brown & Brown, Inc.   2.75%
3 Triton Container International, Ltd.   2.62%
4 Nationwide Mutual Insurance Co.   2.43%
5 General Mills, Inc.   2.34%
6 CNO Global Funding   2.23%
7 Truist Bank   2.17%
8 Kinder Morgan, Inc.   2.10%
9 First Horizon Corp.   2.08%
10 Citigroup, Inc.   2.00%

 

Top Ten Holdings = 23.68% 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)

 

 

 

          Since     Value of  
Average Annual Returns   1 Year     Inception     $10,000  
Year Ended September 30, 2022   Return     (6/17/2020)     (9/30/2022)  
ETFMG Treatments, Testing and Advancements ETF (NAV)     -49.14 %     -7.23 %   $ 8,423  
ETFMG Treatments, Testing and Advancements ETF (Market)     -49.19 %     -7.21 %   $ 8,427  
S&P 500 Index     -15.47 %     8.00 %   $ 11,925  
Prime Treatments, Testing and Advancements Index NTR     -49.35 %     -7.60 %   $ 8,363  

 

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 September 30, 2022 (Unaudited)*

 

  Security   % of Total Investments
1 Quest Diagnostics, Inc.   5.18%
2 Alnylam Pharmaceuticals, Inc.   5.04%
3 BioNTech SE - ADR   4.86%
4 Laboratory Corp. of America Holdings   4.80%
5 Moderna, Inc.   4.53%
6 ETFMG Sit Ultra Short ETF**   4.31%
7 QuidelOrtho Corp.   3.18%
8 Bio-Rad Laboratories, Inc. - Class A   3.04%
9 AbCellera Biologics, Inc.   2.99%
10 Vir Biotechnology, Inc.   2.71%

 

Top Ten Holdings = 40.64% 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 September 30, 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     %     0.2 %     %     %
Bermuda           1.1       2.6        
Brazil           1.4              
Canada     1.2       1.4       0.8       4.6  
Cayman Islands     0.0 *     5.9             3.8  
Cyprus           0.0 *            
Finland     0.2                    
France           2.1             0.8  
Germany     0.1                   6.2  
Ireland                 1.4        
Isle of Man     0.2                    
Israel     6.9                    
Italy           2.1              
Japan     1.7       2.3             0.8  
Netherlands           4.3             2.1  
Puerto Rico           1.3              
Republic of Korea           1.6              
Sweden     0.0 *                  
United Kingdom     6.3       4.2       1.8       4.3  
United States     82.6       70.5       80.4       76.9  
Municipal Bonds                 4.2        
U.S. Government Agency Issues                 4.4        
Short-Term and other Net Assets (Liabilities)     0.8       1.6       4.4       0.5  
      100.0 %     100.0 %     100.0 %     100.0 %

 

* Amount is less than 0.05%.

 

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

16

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
COMMON STOCKS - 99.2%                
Canada - 1.2%                
Software - 1.2% (d)                
Absolute Software Corp.     267,236     $ 3,091,491  
BlackBerry, Ltd. (a)(b)     3,029,643       14,278,044  
Total Software             17,369,535  
                 
Cayman Islands - 0.0% (f)                
Software - 0.0% (d)(f)                
Arqit Quantum, Inc. (a)(b)     131,995       743,132  
                 
Finland - 0.2%                
Software - 0.2% (d)                
F-Secure Oyj (a)     614,851       1,478,436  
WithSecure Oyj (a)     603,121       947,748  
Total Software             2,426,184  
                 
Germany - 0.1%                
IT Services - 0.1%                
Secunet Security Networks AG     8,689       1,571,984  
                 
Isle Of Man - 0.2%                
Software - 0.2% (d)                
Kape Technologies PLC (a)     797,951       2,378,831  
                 
Israel - 6.9%                
Communications Equipment - 0.3%                
Radware, Ltd. (a)     195,925       4,269,206  
Software - 6.6% (d)                
Allot Communications, Ltd. (a)     186,614       731,527  
Check Point Software Technologies, Ltd. (a)     537,262       60,184,089  
Cognyte Software, Ltd. (a)     353,820       1,429,433  
CyberArk Software, Ltd. (a)     213,896       32,071,566  
Total Software             94,416,615  
Total Israel             98,685,821  
                 
Japan - 1.7%                
Software - 1.7% (d)                
Cyber Security Cloud, Inc. (a)     29,470       350,431  
Digital Arts, Inc.     43,547       1,892,563  
Trend Micro, Inc.     406,473       21,962,405  
Total Software             24,205,399  

 

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

17

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Sweden - 0.0% (f)            
Electronic Equipment, Instruments & Components - 0.0% (f)                
Fingerprint Cards AB - Class B (a)(b)     1,360,334     $ 690,608  
                 
United Kingdom - 6.3%                
Aerospace & Defense - 5.7%                
BAE Systems PLC     8,066,215       71,131,692  
QinetiQ Group PLC     2,754,321       10,148,566  
Total Aerospace & Defense             81,280,258  
IT Services - 0.3%                
NCC Group PLC     1,671,367       4,077,552  
Software - 0.3% (d)                
Darktrace PLC (a)     1,246,459       4,106,988  
Total United Kingdom             89,464,798  
                 
United States - 82.6%                
Aerospace & Defense - 1.5%                
Parsons Corp. (a)(b)     548,622       21,505,982  
Communications Equipment - 11.5%                
Cisco Systems, Inc.     1,564,188       62,567,520  
F5 Networks, Inc. (a)     316,152       45,756,679  
Juniper Networks, Inc.     1,698,612       44,367,745  
NetScout Systems, Inc. (a)     366,042       11,464,435  
Total Communications Equipment             164,156,379  
IT Services - 17.1%                
Akamai Technologies, Inc. (a)(b)     785,302       63,075,457  
Cerberus Cyber Sentinel Corp. (a)(b)     267,263       788,426  
Cloudflare, Inc. - Class A (a)(b)     1,194,242       66,053,525  
Okta, Inc. (a)(b)     797,534       45,355,759  
SolarWinds Corp. (a)     213,414       1,653,959  
VeriSign, Inc. (a)     388,325       67,452,053  
Total IT Services             244,379,179  
Professional Services - 12.9%                
Booz Allen Hamilton Holding Corp.     692,802       63,980,265  
CACI International, Inc. - Class A (a)(b)     122,944       32,095,761  
Leidos Holdings, Inc.     721,781       63,134,184  
Science Applications International Corp. (b)     295,510       26,131,949  
Total Professional Services             185,342,159  
Software - 39.6% (d)                
A10 Networks, Inc. (b)     356,342       4,728,658  
CommVault Systems, Inc. (a)(b)     236,486       12,543,217  
Crowdstrike Holdings, Inc. - Class A (a)(b)     409,561       67,499,748  
Everbridge, Inc. (a)(b)     203,566       6,286,118  
ForgeRock, Inc. - Class A (a)(b)     168,865       2,453,608  
Fortinet, Inc. (a)     1,459,159       71,688,482  
KnowBe4, Inc. - Class A (a)     395,799       8,236,577  

 

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

18

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
LiveRamp Holdings, Inc. (a)(b)     347,291     $ 6,306,805  
N-able, Inc. (a)(b)     318,155       2,936,571  
NortonLifeLock, Inc.     3,142,600       63,291,966  
OneSpan, Inc. (a)     186,327       1,604,276  
Palo Alto Networks, Inc. (a)(b)     389,846       63,852,876  
Ping Identity Holding Corp. (a)     380,545       10,681,898  
Qualys, Inc. (a)(b)     185,205       25,815,725  
Rapid7, Inc. (a)     308,177       13,220,793  
SecureWorks Corp. - Class A (a)(b)     50,122       403,482  
SentinelOne, Inc. - Class A (a)(b)     1,074,302       27,459,159  
Splunk, Inc. (a)     794,140       59,719,328  
Sumo Logic, Inc. (a)     605,532       4,541,490  
Telos Corp. (a)     224,829       1,998,730  
Tenable Holdings, Inc. (a)     586,512       20,410,618  
Varonis Systems, Inc. (a)(b)     577,091       15,304,453  
ZeroFox Holdings, Inc. (a)(b)     470,198       2,868,208  
Zscaler, Inc. (a)(b)     449,195       73,834,182  
Total Software             567,686,968  
Total United States             1,183,070,667  
TOTAL COMMON STOCKS (Cost $1,702,764,377)             1,420,606,959  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 6.6%                
ETFMG Sit Ultra Short ETF (e)     850,000       40,863,750  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     53,996,337       53,996,337  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS                
FROM SECURITIES LENDING COLLATERAL (Cost $96,313,548)             94,860,087  
                 
SHORT-TERM INVESTMENTS - 0.8%                
Money Market Funds - 0.8%                
First American Government Obligations Fund - Class X, 2.77% (c)     10,742,283       10,742,283  
TOTAL SHORT-TERM INVESTMENTS (Cost $10,742,283)                
                 
Total Investments (Cost $1,809,820,208) - 106.6%             1,526,209,329  
Liabilities in Excess of Other Assets - (6.6)%             (94,693,877 )
TOTAL NET ASSETS - 100.0%           $ 1,431,515,452  

 

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

19

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments

September 30, 2022 (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 September 30, 2022.
(c) The rate shown is the annualized seven-day yield at period end.
(d) As of September 30, 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) 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.

20

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
COMMON STOCKS - 98.4%                
Australia - 0.2%                
IT Services - 0.2% (d)                
EML Payments, Ltd. (a)     2,243,948     $ 1,148,277  
                 
Bermuda - 1.1%                
Electronic Equipment, Instruments & Components - 1.1%                
PAX Global Technology, Ltd.     7,148,276       5,427,468  
                 
Brazil - 1.4%                
IT Services - 1.4% (d)                
Cielo SA     7,164,652       7,172,156  
                 
Canada - 1.4%                
IT Services - 1.4% (d)                
Nuvei Corp. (a)(f)     269,095       7,272,101  
                 
Cayman Islands - 5.9%                
IT Services - 5.9% (d)                
Dlocal, Ltd. (a)(b)     378,022       7,757,011  
Pagseguro Digital, Ltd. - Class A (a)     555,681       7,351,660  
StoneCo., Ltd. - Class A (a)(b)     806,977       7,690,491  
Yeahka, Ltd. (a)     3,031,345       6,843,035  
Total IT Services             29,642,197  
                 
Cyprus - 0.0% (i)                
IT Services - 0.0% (d)(i)                
QIWI PLC - ADR (b)(g)     235,051        
                 
France - 2.1%                
IT Services - 2.1 (d)                
Worldline SA (a)(f)     265,265       10,575,660  
                 
Italy - 2.1%                
IT Services - 2.1% (d)                
Nexi SpA (a)(f)     1,322,173       10,809,486  
                 
Japan - 2.3%                
Consumer Finance - 0.5%                
Jaccs Co., Ltd.     93,578       2,321,184  
IT Services - 1.7% (d)                
GMO Financial Gate, Inc.     12,546       1,113,042  
GMO Payment Gateway, Inc.     113,869       7,828,346  
Total IT Services             8,941,388  

 

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

21

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Software - 0.1%            
Intelligent Wave, Inc.     120,819     $ 614,405  
Total Japan             11,876,977  
                 
Netherlands - 4.3%                
IT Services - 4.3% (d)                
Adyen NV (a)(f)     16,965       21,644,358  
                 
Puerto Rico - 1.3%                
IT Services - 1.3% (d)                
EVERTEC, Inc.     215,517       6,756,458  
                 
Republic of Korea - 1.6%                
IT Services - 1.6% (d)                
Danal Co., Ltd. (a)     252,239       1,013,751  
Kakaopay Corp. (a)     199,015       6,829,969  
Total IT Services             7,843,720  
                 
United Kingdom - 4.2%                
IT Services - 4.2% (d)                
Network International Holdings PLC (a)(f)     2,530,972       8,562,610  
PayPoint PLC     188,991       1,266,102  
Wise PLC - Class A (a)     1,577,142       11,632,835  
Total IT Services             21,461,547  
                 
United States - 70.5%                
Consumer Finance - 11.4%                
American Express Co. (b)     219,765       29,648,497  
Bread Financial Holdings, Inc.     186,866       5,876,936  
Discover Financial Services     173,975       15,817,807  
Green Dot Corp. - Class A (a)     340,241       6,457,774  
Total Consumer Finance             57,801,014  
IT Services - 56.8% (d)                
Affirm Holdings, Inc. (a)(b)     391,984       7,353,620  
Block, Inc. (a)     331,056       18,204,769  
Boku, Inc. (a)(f)     1,227,809       1,528,558  
Cantaloupe, Inc. (a)     219,821       764,977  
Euronet Worldwide, Inc. (a)(b)     92,461       7,004,845  
Evo Payments, Inc. - Class A (a)     211,676       7,048,811  
Fidelity National Information Services, Inc.     315,772       23,862,890  
Fiserv, Inc. (a)     319,700       29,914,329  
FleetCor Technologies, Inc. (a)     60,410       10,642,430  
Flywire Corp. (a)(b)     309,786       7,112,687  
Global Payments, Inc.     162,914       17,602,858  
I3 Verticals, Inc. - Class A (a)     110,000       2,203,300  
International Money Express, Inc. (a)     113,096       2,577,458  
Jack Henry & Associates, Inc. (b)     62,125       11,323,524  

 

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

22

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Lesaka Technologies, Inc. (a)(h)     23,046     $ 81,122  
Marqeta, Inc. - Class A (a)(b)     1,091,450       7,771,124  
MasterCard, Inc. - Class A (b)     102,107       29,033,104  
MoneyGram International, Inc. (a)     652,497       6,785,969  
Payoneer Global, Inc. (a)     1,092,118       6,607,314  
PayPal Holdings, Inc. (a)(b)     357,940       30,807,895  
Remitly Global, Inc. (a)(b)     662,496       7,366,956  
Shift4 Payments, Inc. - Class A (a)(b)     168,948       7,536,770  
Visa, Inc. - Class A (b)     165,892       29,470,714  
Western Union Co. (b)     589,604       7,959,654  
WEX, Inc. (a)     59,310       7,528,811  
Total IT Services             288,094,489  
Software - 2.3%                
ACI Worldwide, Inc. (a)     320,228       6,692,765  
NCR Corp. (a)     262,126       4,983,015  
Total Software             11,675,780  
Total United States             357,571,283  
TOTAL COMMON STOCKS (Cost $743,979,040)             499,201,688  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 17.7%                
ETFMG Sit Ultra Short ETF (e)     900,000       43,267,500  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     46,450,445       46,450,445  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $91,456,962)             89,717,945  
                 
SHORT-TERM INVESTMENTS - 1.3%                
Money Market Funds - 1.3%                
First American Government Obligations Fund - Class X, 2.77% (c)     6,670,311       6,670,311  
TOTAL SHORT-TERM INVESTMENTS (Cost $6,670,311)             6,670,311  
                 
Total Investments (Cost $842,106,313) - 117.4%             595,589,944  
Liabilities in Excess of Other Assets - (17.4)%             (88,381,955 )
TOTAL NET ASSETS - 100.0%           $ 507,207,989  

 

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

23

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments

September 30, 2022 (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 September 30, 2022.

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

(d) As of September 30, 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 September 30, 2022, the market value of these securities total $60,392,773, which represents 11.9% 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.

(h) Security has been deemed illiquid according to the Fund’s liquidity guidelines. The value of these securities total $81,122, which represents 0.0% of net assets.

(i) 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.

24

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments

September 30, 2022

 

 

    Principal
Amount
    Value  
CORPORATE BONDS - 87.0%                
Bermuda - 2.6%                
Commercial and Industrial Machinery and Equipment Rental and Leasing - 2.6%                
Triton Container International, Ltd.                
1.150%, 06/07/2024 (a)   $ 3,550,000     $ 3,326,580  
                 
Canada - 0.8%                
Banks - 0.8%                
Canadian Imperial Bank of Commerce                
2.761%, (SOFRIX + 0.420%), 10/18/2024 (b)     1,000,000       982,583  
                 
Ireland - 1.4%                
Capital Goods – 1.1%                
AerCap Ireland Capital DAC / AerCap Global Aviation Trust                
1.750%, 10/29/2024     1,500,000       1,366,176  
Automotive - 0.3%                
SMBC Aviation Capital Finance DAC                
3.550%, 04/15/2025 (a)     395,000       380,059  
Total Ireland             1,746,325  
                 
United Kingdom - 1.8%                
Banks - 1.8%                
Barclays PLC                
4.302%, (3 Month LIBOR USD + 1.380%), 05/16/2024 (b)     2,281,000       2,279,960  
                 
United States - 80.4%                
Automotive - 6.3%                
General Motors Financial Co., Inc.                
3.047%, (SOFR + 0.760%), 03/08/2024 (b)     2,244,000       2,213,264  
2.153%, (SOFR + 0.620%), 10/15/2024 (b)     1,000,000       970,454  
Hyundai Capital America                
1.250%, 09/18/2023 (a)     2,564,000       2,467,224  
Penske Truck Leasing Co. Lp / PTL Finance Corp.                
3.450%, 07/01/2024 (a)     2,200,000       2,118,724  
              7,769,666  
Banks – 18.9%                
Bank of America Corp.                
3.864%, (3 Month LIBOR USD + 0.940%), 07/23/2024 (b)     1,194,000       1,178,306  
3.458%, (3 Month LIBOR USD + 0.970%), 03/15/2025 (b)     1,658,000       1,606,815  

 

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

25

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Principal
Amount
    Value  
Citigroup, Inc.                
3.352%, (3 Month LIBOR USD + 0.897%), 04/24/2025 (b)   $ 2,557,000     $ 2,468,085  
0.981%, (SOFR + 0.669%), 05/01/2025 (b)     2,000,000       1,854,898  
Citizens Financial Group, Inc.                
3.750%, 07/01/2024     500,000       483,195  
Comerica Bank                
4.000%, 07/27/2025     1,436,000       1,371,838  
First Horizon Corp.                
4.000%, 05/26/2025     2,660,000       2,568,217  
The Huntington National Bank                
4.008%, (SOFR + 1.205%), 05/16/2025 (b)     600,000       588,186  
JPMorgan Chase & Co.                
0.653%, (TSFR3M + 0.600%), 09/16/2024 (b)     1,000,000       954,237  
3.845%, (SOFR + 0.980%), 06/07/2025 (b)     2,500,000       2,431,196  
KeyBank NA                
4.150%, 08/08/2025     2,100,000       2,037,509  
PNC Bank NA                
3.875%, 04/10/2025     2,268,000       2,198,886  
Truist Bank                
3.689%, (3 Month LIBOR USD + 0.735%), 08/02/2024 (b)     2,700,000       2,672,037  
Webster Financial Corp.                
4.375%, 02/15/2024     750,000       739,288  
              23,152,693  
                 
Capital Goods – 0.8%                
Air Lease Corp.                
0.800%, 08/18/2024     1,040,000       948,407  
Chemicals - 0.7%                
The Sherwin-Williams Co.                
4.050%, 08/08/2024     950,000       935,221  
Communications Equipment - 0.5%                
Motorola Solutions, Inc.                
4.000%, 09/01/2024     580,000       569,146  
Consumer Services - 0.8%                
7-Eleven, Inc.                
0.800%, 02/10/2024 (a)     1,000,000       946,223  

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

 

26

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Principal
Amount
    Value  
Diversified Financial Services - 6.4%                
American Express Co.                
3.950%, 08/01/2025   $ 1,700,000     $ 1,647,506  
BGC Partners, Inc.                
5.375%, 07/24/2023     1,245,000       1,245,001  
Goldman Sachs Group, Inc.                
3.500%, 01/23/2025     1,000,000       962,089  
Morgan Stanley                
4.083%, (3 Month LIBOR USD + 1.220%), 05/08/2024 (b)     2,242,000       2,243,844  
3.620%, (SOFR + 1.160%), 04/17/2025 (b)     1,000,000       971,200  
0.790%, (SOFR + 0.525%), 05/30/2025 (b)     997,000       918,467  
              7,988,107  
Diversified Telecommunication Services - 1.5%                
T-Mobile USA, Inc.                
3.500%, 04/15/2025     2,000,000       1,913,609  
Food Products - 3.5%                
General Mills, Inc.                
3.750%, (3 Month LIBOR USD + 1.010%), 10/17/2023 (b)     2,871,000       2,886,067  
Hormel Foods Corp.                
0.650%, 06/03/2024     1,536,000       1,437,765  
              4,323,832  
Health Care Equipment & Supplies - 1.1%                
Zimmer Biomet Holdings, Inc.                
1.450%, 11/22/2024     1,500,000       1,388,830  
Insurance - 21.8%                
Brighthouse Financial Global Funding                
1.562%, (SOFR + 0.760%), 04/12/2024 (a)(b)     3,693,000       3,659,245  
Brown & Brown, Inc.                
4.200%, 09/15/2024     3,453,000       3,388,109  
CNO Global Funding                
1.650%, 01/06/2025 (a)     3,000,000       2,756,555  
F&G Global Funding                
0.900%, 09/20/2024 (a)     2,700,000       2,459,609  
Fairfax US, Inc.                
4.875%, 08/13/2024 (a)     745,000       730,167  
Finial Holdings, Inc.                
7.125%, 10/15/2023     1,415,000       1,450,367  
Health Care Service Corp A Mutual Legal Reserve Corp.                
1.500%, 06/01/2025 (a)     2,000,000       1,821,355  
Jackson Financial, Inc.                
1.125%, 11/22/2023 (a)     500,000       478,352  
Jackson National Life Global Funding                
3.875%, 06/11/2025 (a)     718,000       689,387  
John Hancock Life Insurance Co.                
7.375%, 02/15/2024 (a)     495,000       509,476  
Liberty Mutual Insurance Co.                
8.500%, 05/15/2025 (a)     1,500,000       1,568,456  

 

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

27

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Principal
Amount
    Value  
Metropolitan Life Insurance Co.                
7.875%, 02/15/2024 (a)   $ 1,695,000     $ 1,753,010  
Nationwide Mutual Insurance Co.                
5.583%, (3 Month LIBOR USD + 2.290%), 12/15/2024 (a)(b)(c)     3,000,000       3,000,381  
Pacific Life Insurance Co.                
7.900%, 12/30/2023 (a)     1,700,000       1,753,388  
Reliance Standard Life Global Funding II                
2.500%, 10/30/2024 (a)     1,000,000       944,594  
              26,962,451  
Multi-Utilities - 10.6%                
AMEREN ILL Co.                
3.250%, 03/01/2025     350,000       337,437  
Atlantic City Electric Co.                
3.375%, 09/01/2024     535,000       519,049  
Baltimore Gas and Electric Co.                
3.350%, 07/01/2023     870,000       863,480  
CenterPoint Energy, Inc.                
2.937%, (SOFRINDX + 0.650%), 05/13/2024 (b)     2,473,000       2,439,260  
CMS Energy Corp.                
3.875%, 03/01/2024     1,570,000       1,541,271  
DTE Energy Co.                
1.050%, 06/01/2025     1,500,000       1,344,463  
4.220%, 11/01/2025     1,000,000       981,680  
PacifiCorp                
3.350%, 07/01/2025     750,000       719,624  
Potomac Electric Power Co.                
3.600%, 03/15/2024     1,000,000       983,547  
Public Service Co. of Colorado                
2.900%, 05/15/2025     700,000       665,467  
Public Service Electric and Gas Co.                
3.050%, 11/15/2024     350,000       336,671  
3.000%, 05/15/2025     460,000       438,865  
WEC Energy Group, Inc.                
5.000%, 09/27/2025     1,500,000       1,495,913  
Wisconsin Electric Power Co.                
3.100%, 06/01/2025     450,000       430,714  
              13,097,441  
Oil, Gas & Consumable Fuels - 3.6%                
Kinder Morgan, Inc.                
3.792%, (3 Month LIBOR USD + 1.280%), 01/15/2023 (b)     2,588,000       2,590,466  
Magellan Midstream Partners LP                
3.200%, 03/15/2025     1,992,000       1,885,109  
              4,475,575  

 

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

28

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Principal
Amount
    Value  
Professional Services - 0.7%                
Equifax, Inc.                
3.950%, 06/15/2023   $ 842,000     $ 837,906  
Semiconductors & Semiconductor Equipment - 0.6%                
Analog Devices, Inc.                
0.929%, (SOFR + 0.250%), 10/01/2024 (b)     813,000       799,614  
Retailing - 2.8%                
Dollar General Corp.                
4.250%, 09/20/2024     1,000,000       988,968  
Genuine Parts Co.                
1.750%, 02/01/2025     2,089,000       1,930,799  
Ross Stores, Inc.                
4.600%, 04/15/2025     500,000       495,839  
              3,415,606  
Total United States             99,524,327  
TOTAL CORPORATE BONDS (Cost $111,310,252)             107,769,685  
                 
MUNICIPAL BONDS - 4.2%                
United States – 4.2%                
City of Moline IL                
2.130%, 12/01/2022     100,000       99,668  
City of Oakland CA                
4.000%, 12/15/2022     700,000       700,371  
Colorado Bridge Enterprise                
0.923%, 12/31/2023     2,000,000       1,911,222  
Homewood Educational Building Authority                
2.000%, 12/01/2023     620,000       601,725  
Indiana Finance Authority                
0.955%, 03/01/2024     450,000       428,939  
Iowa Student Loan Liquidity Corp.                
3.586%, 12/01/2023     1,000,000       986,953  
Kentucky Housing Corp.                
0.800%, 01/01/2024     350,000       335,004  
North Springs Improvement District                
1.000%, 05/01/2023     215,000       210,989  
TOTAL MUNICIPAL BONDS (Cost $5,451,371)             5,274,871  
                 
U.S. GOVERNMENT AGENCY ISSUES - 4.4%                
United States – 4.4%                
Federal Home Loan Banks                
4.000%, 08/28/2025     2,000,000       1,973,410  
Federal Home Loan Mortgage Corp.                
4.050%, 07/21/2025     1,800,000       1,775,864  
Federal National Mortgage Association                
4.125%, 08/28/2025     1,700,000       1,678,203  
TOTAL U.S. GOVERNMENT AGENCY ISSUES (Cost $5,500,000)             5,427,477  

 

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

29

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 4.0%                
Money Market Funds - 4.0%                
First American Government Obligations Fund - Class X, 2.77% (d)     4,945,688     $ 4,945,688  
TOTAL MONEY MARKET FUNDS (Cost $4,945,688)             4,945,688  
                 
Total Investments (Cost $127,207,311) - 99.6%             123,417,721  
Other Assets in Excess of Liabilities - 0.4%             480,625  
TOTAL NET ASSETS - 100.0%           $ 123,898,346  

 

Percentages are stated as a percent of net assets.

 


PLC Public Limited Company

(a) 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 September 30, 2022, the market value of these securities total $30,794,433, which represents 24.9% 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 September 30, 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 September 30, 2022.

(d) 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.

30

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
             
COMMON STOCKS - 99.5%                
Canada - 4.6%                
Biotechnology - 0.8% (d)                
Arbutus Biopharma Corp. (a)(b)     44,250     $ 84,518  
VBI Vaccines, Inc. (a)     76,210       53,789  
XBiotech, Inc. (a)     8,982       32,515  
Total Biotechnology             170,822  
Life Sciences Tools & Services - 3.8%                
AbCellera Biologics, Inc. (a)     84,143       832,174  
Total Canada             1,002,996  
                 
Cayman Islands - 3.8%                
Biotechnology - 3.8% (d)                
I-Mab - ADR (a)(b)     24,522       98,333  
Zai Lab, Ltd. - ADR (a)     21,353       730,273  
Total Biotechnology             828,606  
                 
France - 0.8%                
Pharmaceuticals - 0.8%                
Sanofi - ADR     4,369       166,109  
                 
Germany - 6.2%                
Biotechnology - 6.2% (d)                
BioNTech SE - ADR (b)     10,031       1,352,981  
                 
Japan - 0.8%                
Pharmaceuticals - 0.8%                
Takeda Pharmaceutical Co., Ltd. - ADR (b)     12,846       166,613  
                 
Netherlands - 2.1%                
Biotechnology - 2.1% (d)                
CureVac NV (a)(b)     55,320       435,922  
InflaRx NV (a)     13,044       34,436  
Total Biotechnology             470,358  
                 
United Kingdom - 4.3%                
Biotechnology - 2.8% (d)                
Immunocore Holdings PLC - ADR (a)     12,944       607,591  
Pharmaceuticals - 1.5%                
AstraZeneca PLC - ADR (b)     2,856       156,623  
GSK PLC - ADR (b)     5,570       163,925  
Total Pharmaceuticals             320,548  
Total United Kingdom             928,139  

 

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

31

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
United States - 76.9%                
Biotechnology - 40.2% (d)                
AbbVie, Inc. (b)     1,275     $ 171,118  
Alnylam Pharmaceuticals, Inc. (a)     7,018       1,404,722  
Altimmune, Inc. (a)(b)     14,467       184,744  
Arcturus Therapeutics Holdings, Inc. (a)(b)     7,843       116,233  
Assembly Biosciences, Inc. (a)     14,293       23,441  
Atossa Therapeutics, Inc. (a)     37,366       31,137  
BioCryst Pharmaceuticals, Inc. (a)     54,871       691,375  
CEL-SCI Corp. (a)(b)     12,797       39,543  
Chimerix, Inc. (a)     25,857       49,904  
Cue Biopharma, Inc. (a)     10,441       23,283  
Dynavax Technologies Corp. (a)(b)     37,322       389,642  
Emergent BioSolutions, Inc. (a)     14,714       308,847  
Enanta Pharmaceuticals, Inc. (a)     6,116       317,237  
Enochian Biosciences, Inc. (a)(b)     15,625       28,281  
Gilead Sciences, Inc.     2,718       167,673  
GreenLight Biosciences Holdings PBC (a)(b)     36,500       84,680  
Gritstone bio, Inc. (a)     21,544       55,368  
HilleVax, Inc. (a)     9,864       168,576  
Hookipa Pharma, Inc. (a)     16,143       21,632  
iBio, Inc. (a)     64,379       10,964  
Icosavax, Inc. (a)     11,770       37,193  
ImmunityBio, Inc. (a)(b)     118,127       587,091  
Inovio Pharmaceuticals, Inc. (a)     73,597       126,955  
Invivyd, Inc. (a)(b)     32,115       100,520  
Moderna, Inc. (a)     10,670       1,261,728  
Novavax, Inc. (a)(b)     23,081       420,074  
Ocugen, Inc. (a)(b)     63,907       113,754  
Regeneron Pharmaceuticals, Inc. (a)(b)     294       202,528  
Silverback Therapeutics, Inc. (a)     10,468       55,271  
Sorrento Therapeutics, Inc. (a)(b)     132,778       208,461  
SQZ Biotechnologies Co. (a)     8,631       19,679  
Vaxart, Inc. (a)(b)     37,331       81,382  
Vaxcyte, Inc. (a)     17,504       420,096  
Vaxxinity, Inc. - Class A (a)(b)     37,189       73,634  
Vir Biotechnology, Inc. (a)(b)     39,141       754,638  
Total Biotechnology             8,751,404  
Health Care Equipment & Supplies - 8.6%                
Abbott Laboratories     1,684       162,944  
Co-Diagnostics, Inc. (a)     9,969       32,000  
Cue Health, Inc. (a)(b)     43,719       131,594  
Hologic, Inc. (a)(b)     2,580       166,462  
Meridian Bioscience, Inc. (a)     12,910       407,052  
OraSure Technologies, Inc. (a)     21,429       81,216  
QuidelOrtho Corp. (a)     12,397       886,138  
Total Health Care Equipment & Supplies             1,867,406  

 

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

32

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Health Care Providers & Services - 16.3%                
Fulgent Genetics, Inc. (a)     8,931     $ 340,450  
Laboratory Corp. of America Holdings     6,529       1,337,204  
OPKO Health, Inc. (a)(b)     227,801       430,544  
Quest Diagnostics, Inc. (b)     11,756       1,442,344  
Total Health Care Providers & Services             3,550,542  
Life Sciences Tools & Services - 5.3%                
Adaptive Biotechnologies Corp. (a)     42,161       300,186  
Bio-Rad Laboratories, Inc. - Class A (a)     2,033       848,046  
Total Life Sciences Tools & Services             1,148,232  
Pharmaceuticals - 6.5%                
AN2 Therapeutics, Inc. (a)(b)     5,726       99,518  
Atea Pharmaceuticals, Inc. (a)     24,569       139,798  
Bristol-Myers Squibb Co.     2,555       181,635  
CorMedix, Inc. (a)     12,160       34,413  
Eli Lilly and Co.     571       184,633  
Johnson & Johnson     1,068       174,468  
Merck & Co., Inc.     2,025       174,393  
Paratek Pharmaceuticals, Inc. (a)     16,190       41,608  
Pfizer, Inc.     3,785       165,632  
SIGA Technologies, Inc.     21,549       221,954  
Total Pharmaceuticals             1,418,052  
Total United States             16,735,636  
TOTAL COMMON STOCKS (Cost $42,419,555)             21,651,438  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 27.9%                
ETFMG Sit Ultra Short ETF (e)     25,000       1,201,875  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     4,866,984       4,866,984  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $6,110,959)             6,068,859  
                 
SHORT-TERM INVESTMENTS - 0.6%                
Money Market Funds - 0.6%                
First American Government Obligations Fund - Class X, 2.77% (c)     142,751       142,751  
TOTAL SHORT-TERM INVESTMENTS (Cost $142,751)             142,751  
                 
Total Investments (Cost $48,673,265) - 128.0%             27,863,048  
Liabilities in Excess of Other Assets - (28.0)%             (6,099,816 )
TOTAL NET ASSETS - 100.0%           $ 21,763,232  

 

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

33

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments

September 30, 2022 (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 September 30, 2022.

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

(d) As of September 30, 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.

34

 

ETFMG™ ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2022

 

 

    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*   $ 1,485,345,579     $ 552,322,444     $ 123,417,721     $ 26,661,173  
Investments in affiliated securities, at value*     40,863,750       43,267,500             1,201,875  
Foreign currency*           86,319              
Receivables:                                
Receivable for investments sold     2,152,644       1,689,370              
Dividends and interest receivable     1,200,506       1,597,587       849,472       9,373  
Securities lending income receivable     105,115       49,429             15,088  
Total Assets     1,529,667,594       599,012,649       124,267,193       27,887,509  
                                 
LIABILITIES                                
Collateral received for securities loaned (Note 7)     96,313,548       91,456,962             6,110,959  
Payables:                                
Foreign currency payable to custodian, at value*     33                    
Payable for investments purchased     1,084,657       916       337,848        
Management fees payable     753,904       346,782       30,999       13,318  
Total Liabilities     98,152,142       91,804,660       368,847       6,124,277  
Net Assets   $ 1,431,515,452     $ 507,207,989     $ 123,898,346     $ 21,763,232  
                                 
NET ASSETS CONSIST OF:                                
Paid-in Capital   $ 2,020,866,419     $ 963,674,226     $ 131,007,142     $ 50,416,908  
Total Distributable Earnings (Accumulated Losses)     (589,350,967 )     (456,466,237 )     (7,108,796 )     (28,653,676 )
Net Assets   $ 1,431,515,452     $ 507,207,989     $ 123,898,346     $ 21,763,232  
                                 
*Identified Cost:                                
                                 
Investments in unaffiliated securities   $ 1,767,486,056     $ 797,099,796     $ 127,207,311     $ 47,429,290  
Investments in affiliated securities     42,334,152       45,006,517             1,243,975  
Foreign currency     33       85,707              
                                 
Shares Outstanding^     33,000,000       13,400,000       2,575,000       1,050,000  
                                 
Net Asset Value, Offering and Redemption Price per Share   $ 43.38     $ 37.85     $ 48.12     $ 20.73  

 

^ No par value, unlimited number of shares authorized

 

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

35

ETFMG™ ETFs

 

STATEMENTS OF OPERATIONS

For the Year ended September 30, 2022

 

 

    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   $ 13,035,079     $ 5,185,509     $     $ 184,341  
$254,865, $159,241, $-, $10,356)                                
Interest     111,320       43,252       2,876,846       1,658  
Securities lending income     775,303       320,680             204,056  
Total Investment Income     13,921,702       5,549,441       2,876,846       390,055  
                                 
Expenses:                                
Management fees     11,704,377       6,268,531       646,546       252,157  
Total Expenses     11,704,377       6,268,531       646,546       252,157  
Net Investment Income (Loss)     2,217,325       (719,090 )     2,230,300       137,898  
                                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                                
Net Realized Gain (Loss) on:                                
Unaffiliated Investments     (176,174,507 )     (139,279,129 )     (2,255,726 )     (5,683,107 )
Affiliated Investments     (1,269,522 )                  
In-Kind redemptions     189,171,525       18,912,380             647,043  
Foreign currency and foreign currency translation     (458,118 )     72,126              
Net Realized Gain (Loss) on Investments and In-Kind redemptions     11,269,378       (120,294,623 )     (2,255,726 )     (5,036,064 )
Net Change in Unrealized Appreciation (Depreciation) of:                                
Unaffiliated Investments     (640,792,385 )     (377,815,898 )     (4,305,127 )     (22,047,191 )
Affiliated Investments     13,133,420       (1,512,000 )           (42,000 )
Foreign currency and foreign currency translation     3,646       (4,428 )            
Net change in Unrealized Appreciation (Depreciation) of Investments     (627,655,319 )     (379,332,326 )     (4,305,127 )     (22,089,191 )
Net Realized and Unrealized Loss on Investments     (616,385,941 )     (499,626,949 )     (6,560,853 )     (27,125,255 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (614,168,616 )   $ (500,346,039 )   $ (4,330,553 )   $ (26,987,357 )

 

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

36

ETFMG Prime Cyber Security ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 2,217,325     $ 7,093,741  
Net realized gain on investments and In-Kind Redemptions     11,269,378       330,529,386  
Net change in unrealized appreciation (depreciation) of                
investments and foreign currency and foreign currency translation     (627,655,319 )     153,820,198  
Net increase (decrease) in net assets resulting from operations     (614,168,616 )     491,443,325  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (2,222,505 )     (6,619,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (259,776,610 )     318,934,925  
Transaction Fees (See Note 1)     35,598       74,347  
Net increase (decrease) in net assets from capital share transactions     (259,741,012 )     319,009,272  
Total increase (decrease) in net assets     (876,132,133 )     803,833,597  
                 
NET ASSETS                
Beginning of Year     2,307,647,585       1,503,813,988  
End of Year   $ 1,431,515,452     $ 2,307,647,585  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     15,400,000     $ 864,143,480       16,750,000     $ 994,736,015  
Transaction Fees (See Note 1)           35,598             74,347  
Shares Redeemed     (20,250,000 )     (1,123,920,090 )     (11,200,000 )     (675,801,090 )
Net Transactions in Fund Shares     (4,850,000 )   $ (259,741,012 )     5,550,000     $ 319,009,272  
Beginning Shares     37,850,000               32,300,000          
Ending Shares     33,000,000               37,850,000          

 

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

37

ETFMG Prime Mobile Payments ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment loss   $ (719,090 )   $ (2,268,082 )
Net realized gain (loss) on investments and In-Kind Redemptions     (120,294,623 )     143,616,233  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (379,332,326 )     59,723,122  
Net increase (decrease) in net assets resulting from operations     (500,346,039 )     201,071,273  
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (186,127,525 )     194,384,200  
Transaction Fees (See Note 1)     44,420       39,220  
Net increase (decrease) in net assets from capital share transactions     (186,083,105 )     194,423,420  
Total increase (decrease) in net assets     (686,429,144 )     395,494,693  
                 
NET ASSETS                
Beginning of Year     1,193,637,133       798,142,440  
End of Year   $ 507,207,989     $ 1,193,637,133  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2022
    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)           44,420             39,220  
Shares Redeemed     (6,300,000 )     (300,922,980 )     (5,800,000 )     (399,221,955 )
Net Transactions in Fund Shares     (4,200,000 )   $ (186,083,105 )     2,900,000     $ 194,423,420  
Beginning Shares     17,600,000               14,700,000          
Ending Shares     13,400,000               17,600,000          

 

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

38

ETFMG Sit Ultra Short ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 2,230,300     $ 1,093,399  
Net realized gain (loss) on investments and In-Kind Redemptions     (2,255,726 )     74,759  
Net change in unrealized appreciation (depreciation) of                
investments and foreign currency and foreign currency translation     (4,305,127 )     (112,246 )
Net increase (decrease) in net assets resulting from operations     (4,330,553 )     1,055,912  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (2,064,413 )     (1,070,997 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (112,259,140 )     136,797,377  
Net increase (decrease) in net assets     (118,654,106 )     136,782,292  
                 
NET ASSETS                
Beginning of Year     242,552,452       105,770,160  
End of Year   $ 123,898,346     $ 242,552,452  

 

Summary of share transactions is as follows:

 

   

Year Ended

September 30, 2022

   

Year Ended

September 30, 2021

 
    Shares     Amount     Shares     Amount  
Shares Sold         $       3,050,000     $ 151,723,497  
Shares Redeemed     (2,300,000 )     (112,259,140 )     (300,000 )     (14,926,120 )
Net Transactions in Fund Shares     (2,300,000 )   $ (112,259,140 )     2,750,000     $ 136,797,377  
Beginning Shares     4,875,000               2,125,000          
Ending Shares     2,575,000               4,875,000          

 

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

39

ETFMG Treatments, Testing and Advancements ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September
    Year Ended
September
 
    30, 2022     30, 2021  
OPERATIONS            
Net investment income   $ 137,898     $ 578,226  
Net realized gain (loss) on investments and In-Kind Redemptions     (5,036,064 )     13,807,775  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (22,089,191 )     6,476,857  
Net increase (decrease) in net assets resulting from operations     (26,987,357 )     20,862,858  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (119,444 )     (647,750 )
                 
CAPITAL SHARE TRANSACTIONS                
Net decrease in net assets derived from net change in outstanding shares     (14,610,560 )     (10,764,405 )
Net increase (decrease) in net assets     (41,717,361 )     9,450,703  
                 
NET ASSETS                
Beginning of Year     63,480,593       54,029,890  
End of Year   $ 21,763,232     $ 63,480,593  

 

Summary of share transactions is as follows:

 

   

Year Ended

September 30, 2022

   

Year Ended

September 30, 2021

 
    Shares     Amount     Shares     Amount  
Shares Sold     100,000     $ 2,739,590       900,000     $ 35,594,570  
Shares Redeemed     (600,000 )     (17,350,150 )     (1,300,000 )     (46,358,975 )
Net Transactions in Fund Shares     (500,000 )   $ (14,610,560 )     (400,000 )   $ (10,764,405 )
Beginning Shares     1,550,000               1,950,000          
Ending Shares     1,050,000               1,550,000          

 

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

40

ETFMG Prime Cyber Security ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
   

Year Ended

September 30,
2018

 
                               
Net Asset Value, Beginning Year   $ 60.97     $ 46.56     $ 37.46     $ 40.08     $ 30.11  
Income (Loss) from Investment Operations:                                        
Net investment income 1     0.06       0.20       0.64       0.07       0.03  
Net realized and unrealized gain (loss) on investments     (17.59 )     14.39       9.10       (2.64 )     9.94  
Total from investment operations     (17.53 )     14.59       9.74       (2.57 )     9.97  
Less Distributions:                                        
Distributions from net investment income     (0.06 )     (0.18 )     (0.64 )     (0.05 )     (0.00 )2
Total distributions     (0.06 )     (0.18 )     (0.64 )     (0.05 )     (0.00 )2
Net asset value, end year   $ 43.38     $ 60.97     $ 46.56     $ 37.46     $ 40.08  
Total Return     (28.77 )%     31.34 %     26.75 %     (6.42 )%     33.16 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 1,431,515     $ 2,307,648     $ 1,503,814     $ 1,427,200     $ 1,835,861  
                                         
Gross Expenses to Average Net Assets     0.60 %     0.60 %     0.60 %     0.60 %     0.60 %
Net Investment Income to Average Net Assets     0.11 %     0.35 %     1.50 %     0.19 %     0.07 %
Portfolio Turnover Rate     51 %     34 %     33 %     36 %     41 %

 


1 Calculated based on average shares outstanding during the year.

2 Per share amount is less than $0.01.

 

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

41

ETFMG Prime Mobile Payments ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year

 

 

   

Year Ended

September 30,

2022

   

Year Ended

September 30,

2021

   

Year Ended

September 30,

2020

   

Year Ended

September 30,

2019

   

Year Ended

September 30,

2018

 
                               
Net Asset Value, Beginning Year   $ 67.82     $ 54.30     $ 46.60     $ 42.86     $ 32.57  
Income (Loss) from Investment Operations:                                        
Net investment income (loss) 1     (0.04 )     (0.13 )     (0.04 )     0.03       0.07  
Net realized and unrealized gain (loss) on investments     (29.93 )     13.65       7.75       3.93       10.22  
Total from investment operations     (29.97 )     13.52       7.71       3.96       10.29  
Less Distributions:                                        
Distributions from net investment income                 (0.02 )     (0.05 )     (0.01 )
Net realized gains                       (0.18 )      
Total distributions                 (0.02 )     (0.23 )     (0.01 )
Capital Share Transactions:                                        
Transaction fees added to paid-in capital                 0.01       0.01       0.01  
Net asset value, end year   $ 37.85     $ 67.82     $ 54.30     $ 46.60     $ 42.86  
Total Return     (44.18 )%     24.91 %     16.56 %     9.49 %     31.62 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end year (000’s)   $ 507,208     $ 1,193,637     $ 798,142     $ 743,198     $ 522,874  
                                         
Gross Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Net Investment Income (Loss) to Average Net Assets     (0.09 )%     (0.20 )%     (0.08 )%     0.06 %     0.16 %
Portfolio Turnover Rate     35 %     27 %     19 %     28 %     16 %

 


1 Calculated based on average shares outstanding during the year.

 

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

42

ETFMG Sit Ultra Short ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

 

   

Year Ended

September 30,

2022

   

Year Ended September 30,

2021

   

Period Ended

September 30,

20201

 
                   
Net Asset Value, Beginning Year/Period   $ 49.75     $ 49.77     $ 50.00  
Income (Loss) from Investment Operations:                        
Net investment income 2     0.51       0.39       0.86  
Net realized and unrealized loss on investments     (1.63 )     (0.02 )     (0.27 )
Total from investment operations     (1.12 )     0.37       0.59  
Less Distributions:                        
Distributions from net investment income     (0.51 )     (0.39 )     (0.82 )
Total distributions     (0.51 )     (0.39 )     (0.82 )
Net asset at end of year/period   $ 48.12     $ 49.75     $ 49.77  
Total Return     (2.29 )%     0.75 %5     1.19 %3
                         
Ratios/Supplemental Data:                        
Net assets at end of year/period (000’s)   $ 123,898     $ 242,552     $ 105,770  
                         
Gross Expenses to Average Net Assets     0.30 %     0.30 %     0.30 %4
Net Investment Income to Average Net Assets     1.03 %     0.77 %     1.78 %4
Portfolio Turnover Rate     70 %     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.

43

 

ETFMG Treatments, Testing and Advancements ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year/period 

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
    Period Ended
September 30,
20201
 
                   
Net Asset Value, Beginning Year/Period   $ 40.96     $ 27.71     $ 25.00  
Income (Loss) from Investment Operations:                        
Net investment income 2     0.11       0.36       0.02  
Net realized and unrealized gain (loss) on investments     (20.23 )     13.28       2.69  
Total from investment operations     (20.12 )     13.64       2.71  
Less Distributions:                        
Distributions from net investment income     (0.11 )     (0.39 )      
Total distributions     (0.11 )     (0.39 )      
Net asset at end of year/period   $ 20.73     $ 40.96     $ 27.71  
Total Return     (49.14 )%     49.43 %5     10.82 %3
                         
Ratios/Supplemental Data:                        
Net assets at end of year/period (000’s)   $ 21,763     $ 63,481     $ 54,030  
                         
Gross Expenses to Average Net Assets     0.68 %     0.68 %     0.68 %4
Net Investment Income to Average Net Assets     0.37 %     0.98 %     0.25 %4
Portfolio Turnover Rate     30 %     39 %     41 %3

 


1 Commencement of operations on June 17, 2020.

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™ ETFs 

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022

 

 

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.

 

45

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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.

 

New Accounting Pronouncements

 

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in ASU 2020-04 provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of LIBOR and other interbank-offered based reference rates as of the end of 2021. ASU 2020-04 is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying this ASU.

 

The Funds may invest in certain other investment companies (underlying funds). 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 ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the ETFMG Prime Mobile Payments ETF held one security that was fair valued by the Adviser.

 

46

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

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.

 

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 September 30, 2022:

 

ETFMG Prime Cyber Security ETF

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 1,420,606,959     $     $     $ 1,420,606,959  
Short-Term Investments     10,742,283                   10,742,283  
ETFMG Sit Ultra Short ETF**     40,863,750                   40,863,750  
Investments Purchased with Securities Lending Collateral*                       53,996,337  
Total Investments in Securities   $ 1,472,212,992     $     $     $ 1,526,209,329  

 

47

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

ETFMG Prime Mobile Payments ETF

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 499,201,688
  $     $ (1)    $ 499,201,688  
Short-Term Investments     6,670,311                   6,670,311  
ETFMG Sit Ultra Short ETF**     43,267,500                   43,267,500  
Investments Purchased with Securities Lending Collateral*                       46,450,445  
Total Investments in Securities   $ 549,139,499
  $     $     $ 595,589,944  

 

ETFMG Sit Ultra Short ETF

Assets^   Level 1     Level 2     Level 3     Total  
Fixed Income                                
Corporate Bonds   $     $ 107,769,685     $     $ 107,769,685  
Municipal Bonds           5,274,871             5,274,871  
U.S. Government Agency Issues           5,427,477             5,427,477  
Short-Term Investments     4,945,688                   4,945,688  
Total Investments in Securities   $ 4,945,688     $ 118,472,033     $     $ 123,417,721  

 

ETFMG Treatments, Testing and Advancements ETF

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 21,651,438     $     $     $ 21,651,438  
Short-Term Investments     142,751                   142,751  
ETFMG Sit Ultra Short ETF**     1,201,875                   1,201,875  
Investments Purchased with Securities Lending Collateral*                       4,866,984  
Total Investments in Securities   $ 22,996,064     $     $     $ 27,863,048  

 


(1) Includes security valued at $0 with a cost of $2,636,627. This security transfered from Level 1 to Level 3 during the year.

^ 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.

 

48

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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’ 2022 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 September 30, 2022, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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.

 

49

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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 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.

 

50

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

LIBOR is used extensively in the U.S. and globally as a “benchmark” or “reference rate” for various commercial and financial contracts, including corporate bonds. Instruments in which VALT invests may pay interest at floating rates based on LIBOR or may be subject to interest caps or floors based on LIBOR. The industry currently anticipates the conversion of all LIBOR based instruments to SOFR based instruments in June 2023 or sooner.

 

Since 2017, the United Kingdom’s Financial Conduct Authority has been working towards the cessation of LIBOR at the end of December 2021. In November 2020, though, the administrator of the U.S. Dollar LIBOR benchmarks, the ICE Benchmark Administration, extended the retirement date for most U.S. Dollar LIBOR rates until June 2023. Regulators and industry working groups have suggested numerous alternative reference rates to LIBOR. Leading alternatives include Sonia in the United Kingdom, €STR in the European Union, Tonar in Japan, and in the U.S., the New York Fed has been working to develop the Secured Overnight Financing Rate (SOFR). Global consensus is still coalescing around the transition to a new reference rate and the process for amending existing contracts. Abandonment of or modifications to LIBOR could have adverse impacts on newly issued financial instruments and existing financial instruments which reference LIBOR. There also remains uncertainty and risk regarding the willingness and ability of issuers to include enhanced provisions in new and existing contracts or instruments. The transition away from LIBOR may lead to increased volatility and illiquidity in markets that are tied to LIBOR, reduced values of LIBOR-related investments, and reduced effectiveness of hedging strategies, adversely affecting VALT’s performance or NAV. In addition, the alternative reference rate may be an ineffective substitute resulting in prolonged adverse market conditions for VALT.

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.

 

A complete description of the principal risks is included in each Fund’s prospectus under the heading “Principal Investment Risks.”

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

The Adviser 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 Adviser, the Adviser 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 Adviser 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 

September 30, 2022 (Continued)

 

 

Under the Investment Advisory Agreement, the Adviser 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 Adviser 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 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”). 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. Level ETF Ventures, LLC (“Level”) serves as the index provider for HACK, IPAY, and GERM. Level is not affiliated with the Trust or the Adviser.

 

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 Adviser compensates the Administrator for these services under an administration agreement between the two parties.

 

The Adviser pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Adviser 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 year ended September 30, 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 year ended September 30, 2022:

 

    Purchases     Sales  
ETFMG Prime Cyber Security ETF   $ 1,023,215,890     $ 1,089,697,920  
ETFMG Prime Mobile Payments ETF     310,047,274       320,800,136  
ETFMG Sit Ultra Short ETF     161,767,963       266,814,149  
ETFMG Treatments, Testing and Advancements ETF     11,850,890       12,143,383  

 

52

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
ETFMG Prime Cyber Security ETF   $ 845,628,934     $ 1,091,784,423  
ETFMG Prime Mobile Payments ETF     112,395,435       290,560,923  
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF     2,711,339       16,889,805  

 

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 year ended September 30, 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 Adviser; 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 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 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

September 30, 2022 (Continued)

 

 

As of the year ended September 30, 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*  
ETFMG Prime Cyber Security ETF   $ 94,200,661     $ 96,313,548  
ETFMG Prime Mobile Payments ETF     88,843,550       91,456,962  
ETFMG Treatments, Testing and Advancements ETF     5,906,073       6,110,959  

 

* 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, 2022 were as follows:

  

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net Unrealized
Appreciation
(Depreciation)
 
ETFMG Prime                                
Cyber Security ETF   $ 1,868,170,998     $ 78,049,699     $ (420,011,368 )   $ (341,961,669 )
ETFMG Prime Mobile Payments ETF     862,963,244       13,634,713       (281,008,013 )     (267,373,300 )
ETFMG Sit Ultra Short ETF     127,216,834       600       (3,799,713 )     (3,799,113 )
ETFMG Treatments, Testing and Advancements ETF     49,044,863       1,429,094       (22,610,909 )     (21,181,815 )

 

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, 2022, 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   $ 165,733     $     $ 165,733     $ (247,555,031 )   $ (589,350,967 )
ETFMG Prime Mobile Payments ETF                       (189,092,937 )     (456,466,237 )
ETFMG Sit Ultra Short ETF     282,026             282,026       (3,591,709 )     (7,108,796 )
ETFMG Treatments, Testing and Advancements ETF     22,261             22,261       (7,494,122 )     (28,653,676 )

 

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.

 

54

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

As of September 30, 2022, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss
Carryforward
ST
    Capital Loss
Carryforward
LT
    Expires  
ETFMG Prime                      
Cyber Security ETF   $ (151,862,041 )   $ (95,696,949 )   Indefinite  
ETFMG Prime Mobile Payments ETF     (79,451,251 )     (109,196,748 )   Indefinite  
ETFMG Sit Ultra Short ETF     (2,899,813 )     (691,896 )   Indefinite  
ETFMG Treatments, Testing and Advancements ETF     (4,705,635 )     (2,788,487 )   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, 2022.

 

    Late Year
Ordinary
Loss
    Post-
October
Capital
Loss
 
ETFMG Prime Cyber Security ETF   $     $  
ETFMG Prime Mobile Payments ETF     (440,991 )      
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF            

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total
Distributable
Earnings/(Loss)
    Paid-In
Capital
 
ETFMG Prime Cyber Security ETF   $ (77,873,262 )   $ 77,873,262  
ETFMG Prime Mobile Payments ETF     (4,428,195 )     4,428,195  
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF     (117,353 )     117,353  

 

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

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    From
Ordinary
Income
    From
Capital
Gains
    From
Ordinary
Income
    From
Capital
Gains
 
ETFMG Prime Cyber Security ETF   $ 2,222,505     $     $ 6,619,000     $  
ETFMG Prime Mobile Payments ETF                        
ETFMG Sit Ultra Short ETF     2,064,413             1,070,997        
ETFMG Treatments, Testing and Advancements ETF     119,444             647,750        
55

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Prime Cyber Security ETF

ETFMG Prime Cyber Security ETF owned the following company during the year ended September 30, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 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 September 30, 2022     Ending
Shares
 
ETFMG Sit Ultra Short ETF *   $ 87,071,250     $     $ (43,830,585 )   $ (1,269,522 )   $ (1,107,393 )   $     $ 40,863,750       850,000  

 

ETFMG Prime Mobile Payments ETF

ETFMG Prime Mobile Payments ETF owned the following company during the year ended September 30, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 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 September 30, 2022     Ending
Shares
 
ETFMG Sit Ultra Short ETF *   $ 44,779,500     $     $     $     $ (1,512,000 )   $     $ 43,267,500       900,000  

 

ETFMG Treatments, Testing and Advancements ETF

ETFMG Treatments, Testing and Advancements ETF owned the following company during the year ended September 30, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 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 September 30, 2022     Ending
Shares
 
ETFMG Sit Ultra Short ETF *   $ 1,243,875     $     $     $     $ (42,000 )   $     $ 1,201,875       25,000  

 

*Affiliate as of September 30, 2022.

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

 

As of September 30, 2022, 98.06% of outstanding shares of VALT were owned by affiliates.

 

NOTE 10 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

56

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

57

ETFMG™ ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of ETFMG Prime Cyber Security ETF, ETFMG Prime Mobile Payments ETF, ETFMG Sit Ultra Short ETF and ETFMG Treatments, Testing and Advancements ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments of ETFMG Prime Cyber Security ETF, ETFMG Prime Mobile Payments ETF, ETFMG Sit Ultra Short ETF and ETFMG Treatments, Testing and Advancements ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the periods indicated therein, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2022, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York

November 29, 2022

 

58

ETFMG™ ETFs

 

EXPENSE EXAMPLES

Six Months Ended September 30, 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
April 1,
2022
    Ending
Account
Value
September
30, 2022
    Expenses
Paid
During
the
Period^
    Annualized
Expense Ratio
During the
Period April 1,
2022 to
September 30,
2022
 
ETFMG Prime Cyber Security ETF                                
Actual     1,000.00     $ 739.80     $ 2.62       0.60 %
Hypothetical (5% annual)     1,000.00       1,022.06       3.04       0.60 %
ETFMG Prime Mobile Payments ETF                                
Actual     1,000.00       724.50       3.24       0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80       0.75 %
ETFMG Sit Ultra Short ETF                                
Actual     1,000.00       988.80       1.50       0.30 %
Hypothetical (5% annual)     1,000.00       1,023.56       1.52       0.30 %
ETFMG Treatments, Testing and Advancements ETF                                
Actual     1,000.00       761.90       3.00       0.68 %
Hypothetical (5% annual)     1,000.00       1,021.66       3.45       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 183/365 (to reflect the one-half year period).

59

 

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). 17 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 Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)
Kevin Hourihan (1978) Chief Compliance Officer (since 2022) Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015-2019). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a n/a
 * Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

60

 

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).

17 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).

17 None

  

61

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 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, 2022, 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 99.29%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2022 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 91.44%

 

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%

 

62

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION 

September 30, 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.

 

63

 

ETFMG™ ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)       The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)       The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)       The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)       The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)       The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)       The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)       The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

64

 

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 Travel Tech ETF 

AWAY

 

ETFMG 2x Daily Travel Tech ETF 

AWYX

 

Annual Report

 

September 30, 2022

 

 

 

 

 

The funds are series of ETF Managers Trust.

 


 

ETFMG TM ETFs

 

TABLE OF CONTENTS

September 30, 2022

 

 

   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
   
Report of Independent Registered Public Accounting Firm 34
   
Expense Example 35
   
Supplementary Information 36
   
Information About Portfolio Holdings 36
   
Information About Proxy Voting 37
   
Trustees and Officers Table 38
   
Privacy Policy 40

 

1

 

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 September 30, 2022.

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

Performance Overview

 

During the fiscal-year ended September 30, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned -21.14%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned -25.16%. Below is a performance overview for each fund for the same period.

 

ETFMG Travel Tech ETF (AWAY)

 

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

 

Over the fiscal period, the total return for AWAY was -44.08%, while the total return the for the Index was -43.83%. The best performers in AWAY, on the basis of contribution to return were, Makemytrip Ltd, Adventure Inc, First Am Gov Oblig-X, Cielo Sa, and Japanese Yen, while the worst performers were Lyft Inc-A, Didi Global Inc, Siteminder Ltd, Swvl Holdings Corp, and Sabre Corp.

 

During the reporting period, AWAY saw an average approximate allocation to the Consumer Discretionary sector of 64.79%, the IT Services sector of 16.16%, and to the Industrials sector or 11.16%. The portfolio holdings of AWAY were exposed predominately to the United States at 31.83%, China at 12.99%, and Japan at 11.8%.

 

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”) fiscal period from October 1, 2021 to September 30, 2022. AWYX is leveraged and seeks daily investment results, before fees and expenses, of 200% the performance of the Index.

 

2

As stated above, AWYX 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 AWYX over longer periods may not correlate to the Index performance. AWYX should not be held by investors for long periods and it should only be used as a short-term trading vehicle. This product is not suitable for all investors, but rather investors who seek substantial risk in order to more aggressively seek returns. Such products 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 (e.g., significant losses associated with negative market moves in a leveraged product) 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 daily investment results of AWYX, 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 investment objective of AWYX. As a consequence, if AWYX is performing as designed, the return of the Index will dictate the return for the ETF. AWYX pursues its investment objective regardless of market conditions and does not take defensive positions. AWYX has an articulated goal which requires the ETF to seek economic exposure significantly in excess of its net assets. To meet its objectives, AWYX invests in some combination of financial instruments, including derivatives. AWYX 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 AWYX.

 

AWYX may use certain investment techniques, including investments in derivatives, which are generally 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 AWYX. The use of derivatives will expose AWYX 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 AWYX 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 AWYX 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 AWYX:

 

Leverage – AWYX 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 the performance of AWYX. 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 AWYX is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, AWYX 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 AWYX 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 performance of AWYX while trending, low volatility markets enhance the ETF’s performance.

 

3

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, AWYX receives OBFR plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by counterparty to AWYX 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 and ability of AWYX to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in the AWYX 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 AWYX. Transaction costs can be higher due to the AWYX’s use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

 

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, October 1, 2021 to September 30, 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 -43.83% and volatility of 31.70%. 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 -73.20% for the reporting period and had volatility of 72.60%. For the reporting period AWYX had an average daily volume of 785 shares and an average daily statistical correlation of 95.5% 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)

 

 

 

Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
  Since
Inception
(2/12/2020)
  Value of
$10,000
(9/30/2022)
ETFMG Travel Tech ETF (NAV)     -44.08 %     -15.86 %   $ 6,347  
ETFMG Travel Tech ETF (Market)     -44.42 %     -16.02 %   $ 6,314  
S&P 500 Index     -15.47 %     3.94 %   $ 11,071  
Prime Travel Technology Index GTR     -43.82 %     -15.88 %   $ 6,343  
Prime Travel Technology Index NTR     -43.83 %     -15.90 %   $ 6,340  

 

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 September 30, 2022 (Unaudited)*

 

    Security  

% of Total

Investments

1   Trip.com Group, Ltd. - ADR   4.16%
2   Airbnb, Inc. - Class A   4.09%
3   Expedia Group, Inc.   4.08%
4   Uber Technologies, Inc.   4.03%
5   Booking Holdings, Inc.   3.93%
6   Tongcheng Travel Holdings, Ltd.   3.81%
7   Trainline PLC   3.71%
8   Amadeus IT Group SA   3.69%
9   TripAdvisor, Inc.   3.69%
10   MakeMyTrip, Ltd.   3.65%

Top Ten Holdings 38.84% 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)

 

 

Average Annual Returns
Year Ended September 30, 2022
  1 Year
 Return
  Since
Inception
 (6/15/2021)
 
Value of
$10,000
(9/30/2022)
ETFMG 2x Daily Travel Tech ETF (NAV)     -73.20 %     -69.30 %   $ 2,172  
ETFMG 2x Daily Travel Tech ETF (Market)     -72.57 %     -69.10 %   $ 2,190  
S&P 500 Index     -15.47 %     -10.95 %   $ 8,607  
Prime Travel Technology Index GTR     -43.82 %     -39.92 %   $ 5,175  
Prime Travel Technology Index NTR     -43.83 %     -39.92 %   $ 5,174  

 

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

 

 ETFMG TM ETFs

 

 

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 September 30, 2022 (Unaudited)

 

 

 

   

ETFMG

Travel Tech
ETF

   

ETFMG 2x

Daily

Travel Tech
ETF

 
As a percent of Net Assets:            
Australia     10.8 %    

%
Brazil     2.1        
Cayman Islands     9.1        
China     3.9        
Japan     11.4        
Mauritius     4.1        
Netherlands     4.1        
Republic of Korea     4.0        
Spain     7.6        
United Kingdom     7.1        
United States     31.6        
Virgin Islands     3.3        
Short-Term and other Net Assets (Liabilities)     0.9       100.0  
      100.0 %     100.0 %

 

10

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments

September 30, 2022

 

    Shares     Value  
COMMON STOCKS - 99.1%                
Australia - 10.8%                
Hotels, Restaurants & Leisure - 7.3% (d)                
Corporate Travel Management, Ltd.     502,269     $ 5,378,183  
Webjet, Ltd. (a)     1,754,245       5,341,226  
Total Hotels, Restaurants & Leisure             10,719,409  
Software - 3.5%                
SiteMinder, Ltd. (a)     2,601,248       5,141,431  
Total Australia             15,860,840  
                 
Brazil - 2.1%                
Hotels, Restaurants & Leisure - 2.1% (d)                
CVC Brasil Operadora e Agencia de Viagens SA (a)     2,668,387       3,121,325  
                 
Cayman Islands - 9.1%                
Hotels, Restaurants & Leisure - 9.1% (d)                
Tongcheng Travel Holdings, Ltd. (a)     3,230,233       6,337,300  
Trip.com Group, Ltd. - ADR (a)(b)     253,791       6,931,033  
Total Hotels, Restaurants & Leisure             13,268,333  
                 
China - 3.9%                
IT Services - 3.9%                
TravelSky Technology, Ltd.     3,755,358       5,750,499  
                 
Japan - 11.4%                
Hotels, Restaurants & Leisure - 9.8% (d)                
Adventure, Inc. (b)     72,430       6,045,425  
Airtrip Corp. (b)     213,915       4,210,902  
Open Door, Inc. (a)     301,851       4,183,743  
Total Hotels, Restaurants & Leisure             14,440,070  
Internet & Direct Marketing Retail - 1.6%                
Temairazu, Inc.     62,572       2,265,441  
Total Japan             16,705,511  
                 
Mauritius - 4.1%                
Hotels, Restaurants & Leisure - 4.1% (d)                
MakeMyTrip, Ltd. (a)(b)     197,731       6,070,342  
                 
Netherlands - 4.1%                
Hotels, Restaurants & Leisure - 1.4% (d)                
Lastminute.com NV (a)     112,527       2,041,384  
Interactive Media & Services - 2.7%                
Trivago NV - ADR (a)     3,433,686       3,983,076  
Total Netherlands             6,024,460  

 

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

 

11

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments

September 30, 2022 (Continued)

  

     Shares         Value  
Republic of Korea - 4.0%            
Hotels, Restaurants & Leisure - 4.0% (d)            
Hana Tour Service, Inc. (a)     155,770     $ 5,868,458  
                 
Spain - 7.6%                
Hotels, Restaurants & Leisure - 3.4% (d)                
eDreams ODIEGO SA (a)     1,223,018       4,926,304  
IT Services - 4.2%                
Amadeus IT Group SA (a)     130,845       6,143,699  
Total Spain             11,070,003  
                 
United Kingdom - 7.1%                
Hotels, Restaurants & Leisure - 5.5% (d)                
On the Beach Group PLC (a)(f)     1,594,965       1,795,097  
Trainline PLC (a)(f)     1,754,468       6,184,381  
Total Hotels, Restaurants & Leisure             7,979,478  
Software - 1.6%                
accesso Technology Group PLC (a)     396,216       2,397,770  
Total United Kingdom             10,377,248  
                 
United States - 31.6%                
Airlines - 1.9%                
Blade Air Mobility, Inc. - Class A (a)(b)     684,511       2,758,579  
Hotels, Restaurants & Leisure - 13.7% (d)                
Airbnb, Inc. - Class A (a)(b)     64,899       6,816,991  
Booking Holdings, Inc. (a)     3,987       6,551,478  
Expedia Group, Inc. (a)(b)     72,559       6,798,053  
Total Hotels, Restaurants & Leisure             20,166,522  
Interactive Media & Services - 4.2%                
TripAdvisor, Inc. (a)(b)     278,234       6,143,406  
IT Services - 3.2%                
Sabre Corp. (a)(b)     919,083       4,733,277  
Road & Rail - 8.6%                
Lyft, Inc. - Class A (a)(b)     446,937       5,886,160  
Uber Technologies, Inc. (a)     253,488       6,717,433  
Total Road & Rail             12,603,593  
Total United States             46,405,377  
                 
Virgin Islands (UK) - 3.3%                
Hotels, Restaurants & Leisure - 2.6% (d)                
Despegar.com Corp. (a)     682,657       3,891,145  
Road & Rail - 0.7%                
Swvl Holdings Corp. (a)(b)     1,138,179       957,436  
Total Virgin Islands (UK)             4,848,581  
TOTAL COMMON STOCKS (Cost $253,312,232)             145,370,977  

 

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

 

12

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments

September 30, 2022 (Continued)

  

    Shares     Value  
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 13.5%            
ETFMG Sit Ultra Short ETF (e)     25,000     $ 1,201,875  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     18,634,059       18,634,059  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $19,877,521)             19,835,934  
                 
SHORT-TERM INVESTMENTS - 0.9%                
Money Market Funds - 0.9%                
First American Government Obligations Fund - Class X, 2.77% (c)     1,325,364       1,325,364  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,325,364)             1,325,364  
                 
Total Investments (Cost $274,515,117) - 113.5%             166,532,275  
Liabilities in Excess of Other Assets - (13.5)%             (19,813,965 )
TOTAL NET ASSETS - 100.0%           $ 146,718,310  

 

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 September 30, 2022.

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

(d) As of September 30, 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 September 30, 2022, the market value of these securities total $7,979,478, which represents 5.4% 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.

 

13

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

Schedule of Investments

September 30, 2022

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 4.3%            
Money Market Funds - 4.3%            
First American Government Obligations Fund - Class X, 2.77% (a)     10,377     $ 10,377  
TOTAL SHORT-TERM INVESTMENTS (Cost $10,377)             10,377  
                 
Total Investments (Cost $10,377) - 4.3%             10,377  
Other Assets in Excess of Liabilities - 95.7%             228,519  
TOTAL NET ASSETS - 100.0%           $ 238,896  

 

Percentages are stated as a percent of net assets.

 


(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

September 30, 2022

 

                                   
Reference
Entity
  Fund
Pays/Receives
Reference
Entity
  Counterparty   Payment
Frequency
  Financing
Rate
 

Upfront
Premiums
Paid/Received

    Notional
Amount
   

Unrealized
Appreciation
(Depreciation)

 
ETFMG Travel Tech ETF Swap   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index - 1.25%   $     $ 465,447     $  

 

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

15

 

ETFMG TM ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2022

 

 

 

   

ETFMG 

Travel Tech 

ETF 

   

ETFMG 2x 

Daily 

Travel Tech 

ETF

 
ASSETS            
Investments in unaffiliated securities, at value*   $ 165,330,400     $ 10,377  
Investments in affiliated securities, at value*     1,201,875        
Deposits at Broker for total return swap contracts           304,614  
Receivables:                
Dividends and interest receivable     81,791       19  
Securities lending income receivable     88,471        
Total assets     166,702,537       315,010  
                 
LIABILITIES                
Collateral received for securities loaned (Note 7)     19,877,521        
Payable for open swap contracts           75,881  
Payables:                
Management fees payable     106,706       233  
Total liabilities     19,984,227       76,114  
Net Assets   $ 146,718,310     $ 238,896  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 328,090,288     $ 407,449  
Total Distributable Earnings (Accumulated Losses)     (181,371,978 )     (168,553 )
Net Assets   $ 146,718,310     $ 238,896  
                 
* Identified Cost:                
Investments in unaffiliated securities   $ 273,271,654     $ 10,377  
Investments in affiliated securities     1,243,463        
                 
Shares Outstanding^     9,250,000       110,000  
                 
Net Asset Value, Offering and Redemption Price per Share   $ 15.86     $ 2.17  

 

^ 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 Year Ended September 30, 2022

 

 

 

   

ETFMG 

Travel Tech 

ETF 

   

ETFMG 2x 

Daily 

ETFMG 

Travel Tech 

ETF

 
INVESTMENT INCOME            
 
Income:                
Interest   $ 16,752     $ 117  
Securities lending income     726,511        
Total Investment Income     743,263       117  
                 
Expenses:                
Management fees     1,917,412       4,710  
Dividend and interest expense     19,773        
Total Expenses     1,937,185       4,710  
Net Investment Loss     (1,193,922 )     (4,593 )
                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                
Net Realized Gain (Loss) on:                
Unaffiliated Investments     (60,771,443 )      
In-Kind redemptions     (5,403,805 )      
Foreign currency and foreign currency translation     (186,618 )      
Total return swap contracts           (603,656 )
Net Realized Loss on Investments and In-Kind redemptions     (66,361,866 )     (603,656 )
Net Change in Unrealized Appreciation (Depreciation) of:                
Unaffiliated Investments     (84,904,880 )      
Affiliated Investments     (42,000 )      
Foreign currency and foreign currency translation     (1,136 )      
Net Change in Unrealized Appreciation (Depreciation) of Investments     (84,948,016 )      
Net Realized and Unrealized Loss on Investments     (151,309,882 )     (603,656 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (152,503,804 )   $ (608,249 )

 

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

 

 

 

   

Year Ended 

September 30, 

2022 

   

Year Ended 

September 30, 

2021

 
OPERATIONS            
Net investment loss   $ (1,193,922 )   $ (941,304 )
Net realized gain (loss) on investments and in-kind redemptions     (66,361,866 )     6,330,015  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (84,948,016 )     (22,656,862 )
Net decrease in net assets resulting from operations     (152,503,804 )     (17,268,151 )
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings           (24,500 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived                
from net change in outstanding shares     (22,901,445 )     323,905,900 1
Transaction Fees (See Note 1)     166,376       243,915  
Net increase (decrease) in net assets from capital share transactions     (22,735,069 )     324,149,815  
Total increase (decrease) in net assets     (175,238,873 )     306,857,164  
                 
NET ASSETS                
Beginning of Year     321,957,183       15,100,019  
End of Year   $ 146,718,310     $ 321,957,183  

 

Summary of share transactions is as follows:

 

   

Year Ended 

September 30, 2022 

   

Year Ended 

September 30, 2021 

 
    Shares     Amount     Shares     Amount  
Shares Sold  
4,800,000     $ 123,600,780    
16,450,000     $ 496,261,225  
Transaction Fees (See Note 1)           166,376             243,915  
Shares Redeemed     (6,900,000 )     (146,502,225 )     (5,900,000 )     (172,355,325 )
Net Transactions in Fund Shares     (2,100,000 )   $ (22,735,069 )     10,550,000     $ 324,149,815  
Beginning Shares     11,350,000               800,000          
Ending Shares     9,250,000               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

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

 

   

Year Ended 

September 30, 

2022 

   

Period Ended 

September 30, 

20211 

 
OPERATIONS            
Net investment loss   $ (4,593 )   $ (1,959 )
Net realized loss on swap contracts     (603,656 )     (225,319 )
Net decrease in net assets resulting from operations     (608,249 )     (227,278 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets from capital share transactions     36,627       1,037,796  
Total increase (decrease) in net assets     (571,622 )     810,518  
                 
NET ASSETS                
Beginning of Year/Period     810,518        
End of Year/Period   $ 238,896     $ 810,518  

 

Summary of share transactions is as follows:

 

   

Year Ended 

September 30, 2022 

   

Period Ended 

September 30, 20211

 
    Shares     Amount     Shares     Amount  
Shares Sold  
10,000     $ 36,627    
120,000     $ 1,181,474  
Shares Redeemed                 (20,000 )     (143,678 )
Net Transactions in Fund Shares     10,000     $ 36,627       100,000     $ 1,037,796  
Beginning Shares     100,000                        
Ending Shares     110,000               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 the year/period

 

 

 

   

Year Ended 

September 30, 

2022 

   

Year Ended 

September 30, 

2021 

   

Period Ended 

September 30, 

20201

 
                   
Net Asset Value, Beginning Year/Period   $ 28.37     $ 18.88     $ 25.00  
Income (Loss) from Investment Operations:                        
Net investment loss2     (0.10 )     (0.13 )     (0.02 )
Net realized and unrealized gain (loss) on investments     (12.42 )     9.60       (6.12 )
Total from investment operations     (12.52 )     9.47       (6.14 )
                         
Less Distributions:                        
Distributions from net investment income           (0.01 )      
Total distributions           (0.01 )      
                         
Capital Shares Transactions:                        
Transaction fees added to paid-in capital     0.01       0.03       0.02  
Net asset value, end year/period   $ 15.86     $ 28.37     $ 18.88  
Total Return     (44.08 )%     50.35 %     (24.50 )%3
                         
Ratios/Supplemental Data:                        
Net assets at end year/period (000’s)   $ 146,718     $ 321,957     $ 15,100  
                         
Expenses to Average Net Assets     0.76 %5     0.75 %     0.75 %4
Net Investment Income (Loss) to Average                        
Net Assets     (0.47 )%     (0.43 )%     0.30 %4
Portfolio Turnover Rate     40 %     57 %     49 %3

 

1 Commencement of operations on February 12, 2020.
2 Calculated based on average shares outstanding during the year/period.
3 Not annualized.
4 Annualized.
5 Includes 0.01% 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 the year/period

 

 

 

   

Year Ended 

September 30, 

2022 

   

Period Ended 

September 30, 

20211

 
             
Net Asset Value, Beginning Year/Period   $ 8.11     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment loss 2     (0.04 )     (0.02 )
Net realized and unrealized gain (loss) on investments     (5.90 )     (1.87 )
Total from investment operations     (5.94 )     (1.89 )
Net asset value, end year/period   $ 2.17     $ 8.11  
Total Return     (73.20 )%     (18.95 )%3
                 
Ratios/Supplemental Data:                
Net assets at end of year/period (000’s)   $ 239     $ 811  
                 
Gross Expenses to Average Net Assets     0.95 %     0.95 %4
Net Investment Income (Loss) to Average Net Assets     (0.93 )%     (0.80 )%4
Portfolio Turnover Rate     0 %     0 %3

 

1 The Fund commenced operations on June 15, 2021.
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.

 

21

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022

 

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

September 30, 2022 (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 ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the Funds did not hold any securities that were fair valued.

 

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

September 30, 2022 (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 September 30, 2022:

 

ETFMG Travel Tech ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 145,370,977     $     $     $ 145,370,977  
Short-Term Investments     1,325,364                   1,325,364  
ETFMG Sit Ultra Short ETF**     1,201,875                   1,201,875  
Investments Purchased with Securities Lending Collateral*                       18,634,059  
Total Investments in Securities   $ 147,898,216     $     $     $ 166,532,275  

 

ETFMG 2x Daily Travel Tech ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Short-Term Investments   $ 10,377     $     $     $ 10,377  
Total Investments in Securities   $ 10,377     $     $     $ 10,377  

 

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

September 30, 2022 (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’ 2022 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 September 30, 2022, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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

September 30, 2022 (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 September 30, 2022.

 

ETFMG 2x Daily Travel Tech ETF 

       

Gross 

Amounts of 

Recognized 

Assets 

Presented in 

the 

Statements 

   

Gross 

Amounts 

       

Gross Amounts not 

offset in the Statements 

of Assets & Liabilities

     
Counterparty  

Investment 

Type 

 

of Assets & 

Liabilities 

   

Available 

Offset 

 

Net 

Amounts 

   

Financial 

Instruments 

 

Collateral 

Received 

   

Net 

Amount 

 
Cowen and Company, LLC   Total Return Swap Contract   $ (75,881 )   $   $ (75,881 )   $   $     $ (75,881 )

 

The average monthly notional amount of the swap contracts during the year ended September 30, 2022 for AWYX was $896,894.

 

26

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of September 30, 2022: 

                       
        Assets     Liabilities    

Net Unrealized

Gain (Loss)

 

ETFMG 2x Daily

Travel Tech ETF

  Swap Contract   $     $ 75,881     $  

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the year ended September 30, 2022:

 

        Realized Gain (Loss)    

Change in Unrealized

Appreciation/Depreciation

 
ETFMG 2x Daily
Travel Tech ETF
  Swap Contract   $ (603,656 )   $  
                     

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

September 30, 2022 (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.

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.

 

A complete description of the principal risks is included in each Fund’s prospectus under the heading “Principal Investment Risks.”

 

 

28

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

The Adviser 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 Adviser, the Adviser 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 Adviser 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 Adviser 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 Adviser 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 %
         

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”). 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. Level ETF Ventures, LLC (“Level”) serves as the index provider for AWAY and AWYX. Level is not affiliated with the Trust or the Adviser.

 

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 Adviser compensates the Administrator for these services under an administration agreement between the two parties.

 

The Adviser pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Adviser 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 year ended September 30, 2022, the Funds did not incur any 12b-1 expenses.

 

29

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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 year ended September 30, 2022:

 

    Purchases   Sales
ETFMG Travel Tech ETF   $113,621,455   $100,345,806

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2022: 

         
    Purchases In-   Sales In-
    Kind   Kind
ETFMG Travel Tech ETF   $ 85,035,173   $123,481,358

 

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 year ended September 30, 2022.

 

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 Adviser; 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 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 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.

 

30

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

As of September 30, 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*

ETFMG Travel Tech ETF   $19,033,424   $19,877,521
         

* 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, 2022 were as follows:

 

    Cost    

Gross 

Unrealized 

Appreciation 

   

Gross 

Unrealized 

Depreciation 

   

Net 

Unrealized 

Appreciation 

(Depreciation)

 
ETFMG Travel Tech ETF   $ 283,689,460     $ 2,119,804     $ (119,276,989 )   $ (117,157,185 )
ETFMG 2x Daily Travel Tech ETF     10,377                    

 

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, 2022, 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 Travel Tech ETF   $     $     $     $ (64,214,793 )   $ (181,371,978 )
ETFMG 2x Daily Travel Tech ETF                       (168,553 )     (168,553 )

 

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, 2022, the Funds had accumulated capital loss carryovers of:

 

   

Capital Loss 

Carryforward 

ST

   

Capital Loss 

Carryforward 

LT 

    Expires  
ETFMG Travel Tech ETF   $ (43,947,533 )   $ (19,161,724 )     Indefinite  
ETFMG 2x Daily Travel Tech ETF     (168,553 )           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, 2022.

 

31

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 
   

Late Year 

Ordinary 

Loss 

   

Post- 

October 

Capital 

Loss

 
ETFMG Travel Tech ETF   $ (1,104,607 )   $  
ETFMG 2x Daily Travel Tech ETF            

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total        
    Distributable     Paid-In  
    Earnings/(Loss)     Capital  
ETFMG Travel Tech ETF   $ 15,540,906     $ (15,540,906 )
ETFMG 2x Daily Travel Tech ETF     496,485       (496,485 )

 

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

 

   

Year Ended 

September 30, 2022 

   

Year Ended 

September 30, 2021

 
   

From 

Ordinary 

Income 

   

From 

Capital 

Gains

   

From 

Ordinary 

Income 

   

From 

Capital 

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 year ended September 30, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2022. Transactions during the year in this security 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 

September 30, 

2022 

   

Ending 

Shares 

 
ETFMG Sit Ultra                                                                
Short ETF *   $ 1,243,875     $     $     $     $ (42,000 )   $     $ 1,201,875       25,000  
                                                                 
* Affiliate as of September 30, 2022.
1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

NOTE 10 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

32

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

33

 

ETFMG TM ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders of ETFMG Travel Tech ETF and ETFMG 2x Daily Travel Tech ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedule of investments of ETFMG Travel Tech ETF and the schedules of investments and total return swaps of ETFMG 2x Daily Travel Tech ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the periods indicated therein and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2022, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York

November 29, 2022

 

34

 

ETFMG TM ETFs

 

Expense Example

Six Months Ended September 30, 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 

April 1,

 2022 

   

Ending 

Account 

Value 

September 30, 

2022 

   

Expenses 

Paid 

During 

the 

Period^ 

   

Annualized 

Expense 

Ratio During 

the Period 

April 1, 

2022 to 

September 30, 

2022

 
ETFMG Travel Tech ETF                                
Actual   $ 1,000.00     $ 667.40     $ 3.18       0.76 %
Hypothetical (5% annual)     1,000.00       1,021.26       3.85       0.76 %
ETFMG 2x Daily Travel Tech ETF                                
Actual     1,000.00       406.00       3.35       0.95 %
Hypothetical (5% annual)     1,000.00       1,020.31       4.81       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 183/365 (to reflect the one-half year period).

 

35

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 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, 2022, 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 0.00%
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, 2022 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Travel Tech ETF 0.00%
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, 2022, 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.

 

36

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 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.

 

37

 

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). 

17 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

Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios) 

Kevin Hourihan

(1978)

Chief Compliance Officer (since 2022)

Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015-2019). 

n/a n/a

Matthew J. Bromberg

(1973)

Assistant Secretary (since 2020)

Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). 

n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

38

 

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). 

17 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). 

17 None

 

39

 

ETFMG TM ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)          The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)          The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)          The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)          The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)          The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)          The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)          The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

40

 

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

 


 




 

(GRAPHIC) 

 

 

 

 

 

Annual Report
September 30, 2022

 

 

 

Wedbush ETFMG Video Game Tech ETF

 

(GRAPHIC) 

 

Wedbush ETFMG Global Cloud Technology ETF

 

(GRAPHIC) 

 

 

 

 

 

(GRAPHIC) 

 

The funds are series of ETF Managers Trust.

 


 

Wedbush ETFMG TM ETF

 

TABLE OF CONTENTS

September 30, 2022

 

 

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment – IVES 4
   
Top 10 Holdings – IVES 5
   
Growth of $10,000 Investment - GAMR 6
   
Top 10 Holdings - GAMR 7
   
Important Disclosures and Key Risk Factors 8
   
Portfolio Allocations 10
   
Schedule of Investments 11
   
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
   
Report of Independent Registered Public Accounting Firm 37
   
Expense Example 38
   
Supplementary Information 39
   
Information About Portfolio Holdings 40
   
Information About Proxy Voting 40
   
Trustees and Officers Table 41
   
Privacy Policy 43

 

1

 

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 September 30, 2022.

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

Performance Overview

 

During the fiscal-year ended September 30, 2022, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned -20.0%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned -24.5%. Below is a performance overview for each Fund for the same 12-month period, except as noted otherwise.

 

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 -44.44%, while the total return for the Index was - 44.03%. The best performers in IVES, on the basis of contribution to return, were Citrix Systems Inc, Switch Inc - A, Datto Holding Corp, Cyrusone Holdco Llc and Chindata Group Holdings-Adr while the worst performers were Sinch Ab, Gds Holdings Ltd - Adr, Kingsoft Cloud Holdings-Adr, Elastic Nv, and Mongodb Inc

 

At the end of the reporting period, IVES saw an allocation of 96.26% to the Information Technology sector and 2.83% to Real Estate. IVES was exposed predominately to the United States, with 56.33% of its portfolio holdings exposed to the U.S., 12.84% to Japan and 9.46% to China.

 

2

 

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 -37.58%, while the total return for the Index was - 37.46%. The best performers in GAMR on the basis of contribution to return were Razer Inc, Htc Corp, Zynga Inc - Cl A, Wemade Co Ltd and Nexon Co Ltd. while the worst performers were Skillz Inc, Unity Software Inc, Bilibili Inc-Sponsored Adr, Netmarble Corp, and Playtika Holding Corp.

 

At the end of the reporting period, GAMR saw an allocation of 76.68% to the Communication Services sector, 16.69% to Information Technology and 5.13% to Consumer Discretionary. GAMR was exposed predominately to the United States, with 30.66% of its portfolio holdings exposed to the U.S., 21.35% to Japan and 15.74% to Korea.

 

You can find further details about IVES and GAMR by visiting www.etfmg.com, or by calling 1-844-383-6477.

 

Sincerely,

 

(GRAPHIC) 

Samuel Masucci III

Chairman of the Board

 

3

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

Growth of $10,000 (Unaudited)

 

(GRAPHIC) 

 

Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
    5 Year
Return
    Since
Inception
(3/8/2016)
    Value of
$10,000
(9/30/2022)
 
Wedbush ETFMG Global Cloud Technology ETF (NAV)     -44.44%       -4.02%       2.69%     $ 11,906  
Wedbush ETFMG Global Cloud Technology ETF (Market)     -44.43%       -4.07%       2.67%     $ 11,887  
S&P 500 Index     -15.47%       9.24%       11.52%     $ 20,452  
Dan Ives Global Cloud Technology Prime Index*     -44.03%       -3.81%       2.66%     $ 11,882  

 

* 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.

 

4

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

 

Top Ten Holdings as of September 30, 2022 (Unaudited)*

 

    Security   % of Total
Investments
1   ETFMG Sit Ultra Short ETF**   8.29%
2   Itochu Techno-Solutions Corp.   3.64%
3   SCSK Corp.   3.61%
4   Nice, Ltd.   3.50%
5   Elastic NV   3.39%
6   Open Text Corp.   3.37%
7   GDS Holdings, Ltd. - ADR   2.71%
8   Citrix Systems, Inc.   2.54%
9   Chindata Group Holdings, Ltd. - ADR   2.37%
10   Cloudflare, Inc. - Class A   2.36%
    Top Ten Holdings 35.78% 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.

 

5

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

Growth of $10,000 (Unaudited)

 

(GRAPHIC) 

 

Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
    5 Year
Return
    Since
Inception
(3/8/2016)
    Value of
$10,000
(9/30/2022)
 
Wedbush ETFMG Video Game Tech ETF (NAV)     -37.58%       4.24%       13.00%     $ 22,301  
Wedbush ETFMG Video Game Tech ETF (Market)     -37.78%       4.11%       12.91%     $ 22,185  
S&P 500 Index     -15.47%       9.24%       11.52%     $ 20,452  
EEFund Video Game Tech Index     -37.46%       4.77%       13.28%     $ 22,675  

 

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.

 

6

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

 

Top Ten Holdings as of September 30, 2022 (Unaudited)*

 

   
    Security   % of Total
Investments
1   ETFMG Sit Ultra Short ETF**   5.91%
2   CD Projekt SA   2.57%
3   Stillfront Group AB   2.38%
4   Gree, Inc.   2.22%
5   Nintendo Co., Ltd.   2.17%
6   Embracer Group AB   2.17%
7   Square Enix Holdings Co., Ltd.   2.16%
8   Capcom Co., Ltd.   2.09%
9   Activision Blizzard, Inc.   2.07%
10   International Games System Co., Ltd.   2.06%
    Top Ten Holdings 25.80% 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

 

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.

 

8

 

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.

 

9

 

Wedbush ETFMG TM ETF

 

PORTFOLIO ALLOCATIONS

As of September 30, 2022 (Unaudited)

 

 

    Wedbush
ETFMG Global
Cloud
Technology
ETF
  Wedbush
ETFMG Video
Game Tech
ETF
As a percent of Net Assets:  
 
Australia   3.4 %   —%  
Canada   4.3     0.3  
Cayman Islands   9.6     9.9  
France       2.5  
Germany   1.7     0.5  
Israel   5.0     0.5  
Italy       0.4  
Japan   12.7     20.8  
Netherlands   4.3      
Norway       0.9  
Poland       3.1  
Republic of Korea       16.0  
Singapore   2.9      
Sweden   1.2     6.9  
Switzerland       0.6  
Taiwan, Province of China       3.4  
United Kingdom   3.1     2.9  
United States   50.9     30.3  
Virgin Islands       0.0 *
Exchange Traded Funds   10.5     7.1  
Short-Term and other Net Assets (Liabilities)   (9.6 )   (6.1 )
    100.0 %   100.0 %

 

* Amount is less than 0.05%.

 

10

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments
September 30, 2022

 

 

 

    Shares     Value  
COMMON STOCKS - 99.1%                
Australia - 3.4%                
IT Services - 3.4% (d)                
Megaport, Ltd. (a)     36,921     $ 183,973  
NEXTDC, Ltd. (a)     106,595       601,380  
Total IT Services             785,353  
                 
Canada - 4.3%                
Software - 4.3% (d)                
Open Text Corp. (a)     36,928       976,032  
                 
Cayman Islands - 9.6%                
IT Services - 9.6% (d)                
Chinasoft International, Ltd.     710,414       437,128  
Chindata Group Holdings, Ltd. - ADR (a)(b)     85,022       686,978  
GDS Holdings, Ltd. - ADR (a)(b)     44,467       785,287  
Kingsoft Cloud Holdings, Ltd. - ADR (a)(b)     56,440       112,316  
Vnet Group, Inc. - ADR (a)(b)     34,304       188,672  
Total IT Services             2,210,381  
                 
Germany - 1.7%                
Software - 1.7% (d)                
Software AG     17,358       400,114  
                 
Israel - 5.0%                
Software - 5.0% (d)                
JFrog, Ltd. (a)(b)     5,537       122,423  
Nice, Ltd. (a)     5,327       1,015,137  
Total Software             1,137,560  
                 
Japan - 12.7%                
IT Services - 12.1% (d)                
Hennge KK (a)     7,588       44,040  
Itochu Techno-Solutions Corp.     45,073       1,055,742  
NS Solutions Corp.     21,367       515,979  
SCSK Corp.     69,236       1,047,653  
TechMatrix Corp.     10,396       120,244  
Total IT Services             2,783,658  
Software - 0.6% (d)                
Cybozu, Inc.     12,319       127,676  
Total Japan             2,911,334  
                 
Netherlands - 4.3%                
Software - 4.3% (d)                
Elastic NV (a)     13,722       984,417  

 

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
September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Singapore - 2.9%            
Real Estate Investment Trusts (REITs) - 2.9%                
Digital Core REIT Management Pte, Ltd. (a)     261,798     $ 183,259  
Keppel DC REIT     399,740       473,147  
Total Real Estate Investment Trusts (REITs)             656,406  
                 
Sweden - 1.2%                
Software - 1.2% (d)                
Sinch AB (a)     197,055       267,341  
                 
United Kingdom - 3.1%                
Software - 3.1% (d)                
Bytes Technology Group PLC     55,956       262,280  
Micro Focus International PLC     78,515       456,211  
Total Software             718,491  
                 
United States - 50.9%                
Communications Equipment - 0.1%                
Inseego Corp. (a)(b)     6,002       12,424  
IT Services - 12.5% (d)                
Cloudflare, Inc. - Class A (a)     12,368       684,074  
DigitalOcean Holdings, Inc. (a)(b)     5,404       195,463  
Edgio, Inc. (a)     12,249       34,052  
Fastly, Inc. - Class A (a)     6,813       62,407  
Grid Dynamics Holdings, Inc. (a)     3,752       70,275  
Kyndryl Holdings, Inc. (a)     12,642       104,549  
MongoDB, Inc. (a)(b)     3,043       604,218  
Okta, Inc. (a)     8,796       500,229  
Rackspace Technology, Inc. (a)(b)     11,740       47,899  
SolarWinds Corp. (a)     8,971       69,525  
Switch, Inc. - Class A (b)     13,653       459,970  
Unisys Corp. (a)     3,779       28,531  
Total IT Services             2,861,192  
Software - 32.9% (d)                
8x8, Inc. (a)     6,688       23,074  
Alteryx, Inc. - Class A (a)     3,819       213,253  
Appfolio, Inc. - Class A (a)     1,951       204,309  
Appian Corp. (a)     4,039       164,912  
Blackbaud, Inc. (a)     2,956       130,241  
Box, Inc. - Class A (a)(b)     8,031       195,876  
Citrix Systems, Inc.     7,074       735,696  
CommVault Systems, Inc. (a)     2,498       132,494  
Confluent, Inc. - Class A (a)(b)     15,718       373,617  
Coupa Software, Inc. (a)     4,212       247,666  
Datadog, Inc. - Class A (a)(b)     7,553       670,555  
Domo, Inc. - Class B (a)     1,880       33,821  
Dropbox, Inc. - Class A (a)     20,560       426,003  
Everbridge, Inc. (a)     2,215       68,399  

 

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

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
             
Gitlab, Inc. - Class A (a)(b)     8,234     $ 421,745  
HashiCorp., Inc. - Class A (a)(b)     10,279       330,881  
Informatica, Inc. - Class A (a)(b)     15,671       314,517  
Intapp, Inc. (a)     3,469       64,766  
Jamf Holding Corp. (a)     6,728       149,092  
MicroStrategy, Inc. - Class A (a)(b)     630       133,724  
N-able, Inc. (a)(b)     10,047       92,734  
nCino, Inc. (a)(b)     6,143       209,538  
New Relic, Inc. (a)     3,753       215,347  
Nutanix, Inc. - Class A (a)(b)     12,504       260,458  
PagerDuty, Inc. (a)     4,897       112,974  
RingCentral, Inc. - Class A (a)     5,329       212,947  
Samsara, Inc. - Class A (a)(b)     28,387       342,631  
Smartsheet, Inc. - Class A (a)     7,217       247,976  
Sumo Logic, Inc. (a)     6,609       49,568  
Teradata Corp. (a)     5,731       178,005  
Zendesk, Inc. (a)     6,883       523,796  
Zeta Global Holdings Corp. - Class A (a)(b)     11,486       75,922  
Total Software             7,556,537  
Technology Hardware, Storage & Peripherals - 5.4%                
NetApp, Inc.     10,167       628,829  
Pure Storage, Inc. - Class A (a)(b)     16,503       451,687  
Super Micro Computer, Inc. (a)     2,918       160,694  
Total Technology Hardware, Storage & Peripherals             1,241,210  
Total United States             11,671,363  
TOTAL COMMON STOCKS (Cost $31,403,230)             22,718,792  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 26.3%                
ETFMG Sit Ultra Short ETF (e)     50,000       2,403,750  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     3,620,896       3,620,896  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost  $6,108,845)             6,024,646  
                 
SHORT-TERM INVESTMENTS - 1.1%                
Money Market Funds - 1.1%                
First American Government Obligations Fund - Class X, 2.77% (c)     253,935       253,935  
TOTAL SHORT-TERM INVESTMENTS (Cost $253,935)             253,935  
                 
Total Investments (Cost $37,766,010) - 126.5%             28,997,373  
Liabilities in Excess of Other Assets - (26.5)%             (6,072,823 )
TOTAL NET ASSETS - 100.0%           $ 22,924,550  

 

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

 

13

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments

September 30, 2022 (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 September 30, 2022.

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

(d) As of September 30, 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.

 

14

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments
September 30, 2022

 

 

 

    Shares     Value  
COMMON STOCKS - 99.0%                
Canada - 0.3%                
Interactive Media & Services - 0.3%                
Enthusiast Gaming Holdings, Inc. (a)     172,458     $ 147,320  
                 
Cayman Islands - 9.9%                
Electronic Equipment, Instruments & Components - 0.3%                
VSTECS Holdings, Ltd.     333,584       186,985  
Entertainment - 7.4% (d)                
Bilibili, Inc. - ADR (a)(b)     53,801       824,231  
CMGE Technology Group, Ltd. (a)     886,137       165,946  
HUYA, Inc. - ADR (a)(b)     66,716       148,110  
iDreamSky Technology Holdings, Ltd. (a)(f)     326,648       150,223  
IGG, Inc. (a)     526,819       162,415  
Kingsoft Corp., Ltd.     98,523       262,321  
NetDragon Websoft Holdings, Ltd.     155,615       283,490  
NetEase, Inc. - ADR     5,470       413,532  
Sea, Ltd. - ADR (a)(b)     4,923       275,934  
XD, Inc. (a)     531,044       1,082,431  
Total Entertainment             3,768,633  
Interactive Media & Services - 2.2%                
Hello Group, Inc. - ADR (b)     57,614       266,177  
JOYY, Inc. - ADR (b)     9,990       259,740  
Sohu.com, Ltd. - ADR (a)     12,382       198,979  
Tencent Holdings, Ltd.     11,655       395,545  
Total Interactive Media & Services             1,120,441  
Total Cayman Islands             5,076,059  
                 
France - 2.5%                
Entertainment - 1.7% (d)                
Ubisoft Entertainment SA (a)     30,564       848,301  
Media - 0.8%                
Vivendi SE     55,122       430,664  
Total France             1,278,965  
                 
Germany - 0.5%                
Health Care Equipment & Supplies - 0.5%                
Carl Zeiss Meditec AG     2,513       264,634  
                 
Israel - 0.5%                
Software - 0.5%                
ironSource, Ltd. - Class A (a)     75,475       259,634  

 

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
September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Italy - 0.4%            
Entertainment - 0.4% (d)            
Digital Bros SpA     9,223     $ 204,461  
                 
Japan - 20.8%                
Entertainment - 15.4% (d)                
Akatsuki, Inc.     13,214       190,089  
Capcom Co., Ltd.     50,561       1,271,623  
COLOPL, Inc.     44,866       210,799  
DeNa Co., Ltd.     22,278       281,534  
GungHo Online Entertainment, Inc.     18,380       282,564  
Koei Tecmo Holdings Co., Ltd.     18,146       297,773  
Konami Holdings Corp.     25,803       1,190,935  
Mixi, Inc.     17,867       283,072  
Nexon Co., Ltd.     68,250       1,203,441  
Nintendo Co., Ltd.     32,760       1,325,069  
Square Enix Holdings Co., Ltd.     30,568       1,315,820  
Total Entertainment             7,852,719  
Household Durables - 0.8%                
Sony Group Corp. - ADR     6,144       393,523  
Interactive Media & Services - 2.6%                
Gree, Inc.     222,178       1,352,441  
Leisure Products - 1.5%                
Bandai Namco Holdings, Inc.     4,166       271,525  
Furyu Corp.     30,593       213,282  
Sega Sammy Holdings, Inc.     20,769       282,556  
Total Leisure Products             767,363  
Media - 0.5%                
CyberAgent, Inc.     31,518       265,245  
Total Japan             10,631,291  
                 
Norway - 0.9%                
Semiconductors & Semiconductor Equipment - 0.9%                
Nordic Semiconductor ASA (a)     34,173       456,644  
                 
Poland - 3.1%                
Entertainment - 3.1% (d)                
CD Projekt SA     77,631       1,569,253  
                 
Republic of Korea - 16.0%                
Entertainment - 15.2% (d)                
Com2uS Corp.     3,688       199,261  
Com2uS Holdings Corp. (a)     5,063       153,585  
JoyCity Corp. (a)     64,380       160,196  
Kakao Games Corp. (a)     36,136       1,077,235  
Krafton, Inc. (a)     7,671       1,125,959  
NCSoft Corp.     4,802       1,161,314  
Neowiz (a)     7,582       195,552  

 

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
September 30, 2022 (Continued)

 

 

 

    Shares     Value  
             
Netmarble Corp. (f)     29,727     $ 1,065,908  
Nexon Co., Ltd. (a)     18,497       192,637  
NHN Corp. (a)     11,997       180,286  
Pearl Abyss Corp. (a)     33,464       1,091,141  
Webzen, Inc. (a)     16,596       172,259  
WeMade Entertainment Co., Ltd.     30,274       969,140  
Total Entertainment             7,744,473  
Hotels, Restaurants & Leisure - 0.4%                
DoubleUGames Co., Ltd.     7,079       217,214  
Interactive Media & Services - 0.4%                
AfreecaTV Co., Ltd.     4,032       179,238  
Total Republic of Korea             8,140,925  
                 
Sweden - 6.9%                
Entertainment - 6.6% (d)                
Embracer Group AB (a)(b)     220,738       1,321,725  
Modern Times Group MTG AB - Class B (a)     36,319       241,883  
Paradox Interactive AB     21,220       339,688  
Stillfront Group AB (a)     671,051       1,453,648  
Total Entertainment             3,356,944  
Technology Hardware, Storage & Peripherals - 0.3%                
Tobii AB (a)     101,990       181,875  
Total Sweden             3,538,819  
                 
Switzerland - 0.6%                
Technology Hardware, Storage & Peripherals - 0.6%                
Logitech International SA (b)     6,204       285,384  
                 
Taiwan, Province of China - 3.4%                
Entertainment - 2.9% (d)                
Gamania Digital Entertainment Co., Ltd.     112,444       205,770  
International Games System Co., Ltd.     110,506       1,253,021  
Total Entertainment             1,458,791  
Semiconductors & Semiconductor Equipment - 0.5%                
Taiwan Semiconductor Manufacturing Co., Ltd. - ADR     3,698       253,535  
Total Taiwan, Province of China             1,712,326  
                 
United Kingdom - 2.9%                
Entertainment - 0.8% (d)                
Frontier Developments PLC (a)     13,822       206,492  
Team17 Group PLC (a)     51,552       214,124  
Total Entertainment             420,616  
IT Services - 2.1%                
Keywords Studios PLC     40,986       1,051,627  
Total United Kingdom             1,472,243  

 

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
September 30, 2022 (Continued)

 

 

 

    Shares     Value  
United States - 30.3%                
Entertainment - 14.4% (d)                
Activision Blizzard, Inc.     16,986     $ 1,262,739  
Electronic Arts, Inc.     10,450       1,209,170  
Playstudios, Inc. (a)     62,546       218,286  
Playtika Holding Corp. (a)(b)     130,555       1,225,911  
ROBLOX Corp. - Class A (a)(b)     34,647       1,241,748  
Sciplay Corp. - Class A (a)     69,561       818,037  
Skillz, Inc. (a)     169,355       172,742  
Take-Two Interactive Software, Inc. (a)     11,053       1,204,777  
Total Entertainment             7,353,410  
Interactive Media & Services - 2.1%                
Alphabet, Inc. - Class C (a)     4,392       422,291  
Meta Platforms, Inc. - Class A (a)     2,915       395,507  
Ziff Davis, Inc. (a)(b)     3,965       271,523  
Total Interactive Media & Services             1,089,321  
Semiconductors & Semiconductor Equipment - 3.7%                
Advanced Micro Devices, Inc. (a)     5,855       370,973  
Cirrus Logic, Inc. (a)     4,078       280,566  
Intel Corp. (b)     15,177       391,111  
NVIDIA Corp. (b)     3,458       419,767  
Qualcomm, Inc.     3,710       419,156  
Total Semiconductors & Semiconductor Equipment             1,881,573  
Software - 4.4%                
AppLovin Corp. - Class A (a)(b)     12,052       234,893  
Dolby Laboratories, Inc. - Class A     4,108       267,636  
Microsoft Corp.     1,851       431,098  
PTC, Inc. (a)(b)     2,627       274,784  
Unity Software, Inc. (a)(b)     32,330       1,030,035  
Total Software             2,238,446  
Specialty Retail - 2.4%                
GameStop Corp. - Class A (a)(b)     48,291       1,213,553  
Technology Hardware, Storage & Peripherals - 3.3%                
Apple, Inc.     3,052       421,786  
Corsair Gaming, Inc. (a)(b)     90,890       1,031,601  
Western Digital Corp. (a)     7,190       234,035  
Total Technology Hardware, Storage & Peripherals             1,687,422  
Total United States             15,463,725  
                 
Virgin Islands (UK) - 0.0% (h)                
Interactive Media & Services - 0.0% (h)                
VK Co., Ltd. - ADR (a)(g)     21,975        
TOTAL COMMON STOCKS (Cost $78,212,638)             50,501,683  

 

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

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
             
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 19.6%                
ETFMG Sit Ultra Short ETF (e)     75,000     $ 3,605,625  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     6,405,926       6,405,926  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $10,153,774)             10,011,551  
                 
SHORT-TERM INVESTMENTS - 0.9%                
Money Market Funds - 0.9%                
First American Government Obligations Fund - Class X, 2.77% (c)     447,887       447,887  
TOTAL SHORT-TERM INVESTMENTS (Cost $447,887)             447,887  
                 
Total Investments (Cost $88,814,299) - 119.5%             60,961,121  
Liabilities in Excess of Other Assets - (19.5)%             (9,960,392 )
TOTAL NET ASSETS - 100.0%           $ 51,000,729  

 

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 September 30, 2022.

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

(d) As of September 30, 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 instituational investors. At September 30, 2022, the market value of these securities total $1,216,131, which represents 2.4% 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.

(h) 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.

 

19

 

Wedbush ETFMG TM ETF

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2022

 

 

 

    Wedbush
ETFMG Global
Cloud
Technology ETF
    Wedbush
ETFMG
Video Game
Tech ETF
 
ASSETS            
Investments in unaffiliated securities, at value*   $ 26,593,623     $ 57,355,496  
Investments in affiliated securities, at value*     2,403,750       3,605,625  
Total Investments in securities, at value     28,997,373       60,961,121  
Foreign currency*     2,741        
Receivables:                
Dividends and interest receivable     42,593       214,403  
Securities lending income receivable     4,377       13,173  
Total Assets     29,047,084       61,188,697  
                 
LIABILITIES                
Collateral received for securities loaned (Note 7)     6,108,845       10,153,774  
Foreign currency payable to custodian, at value           30  
Payables:                
Management fees payable     13,689       34,164  
Total Liabilities     6,122,534       10,187,968  
Net Assets   $ 22,924,550     $ 51,000,729  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 43,223,942     $ 110,498,137  
Total Distributable Earnings (Accumulated Losses)     (20,299,392 )     (59,497,408 )
Net Assets   $ 22,924,550     $ 51,000,729  
                 
*Identified Cost:                
                 
Investments in unaffiliated securities   $ 35,278,061     $ 85,066,451  
Investments in affiliated securities     2,487,949       3,747,848  
Foreign currency     2,741       27  
                 
Shares Outstanding^     800,000       1,000,000  
                 
Net Asset Value, Offering and Redemption Price per Share   $ 28.66     $ 51.00  

 

^ 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 Year Ended September 30, 2022

 

 

 

    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   $ 180,989     $ 670,709  
of $26,074 and $101,013, respectively)                
Interest     3,988       4,038  
Securities lending income     37,746       203,353  
Total Investment Income     222,723       878,100  
                 
Expenses:                
Management fees     254,728       607,676  
Interest fees           87  
Total Expenses     254,728       607,763  
Net Investment Income (Loss)     (32,005 )     270,337  
                 
REALIZED & UNREALIZED GAIN (LOSS) ON                
INVESTMENTS                
Net Realized Gain (Loss) on:                
Unaffiliated Investments     (1,928,040 )     (12,870,200 )
In-Kind redemptions     5,675,981       496,760  
Foreign currency and foreign currency translation     (8,864 )     (162,217 )
Net Realized Gain (Loss) on Investments     3,739,077       (12,535,657 )
Net Change in Unrealized Appreciation/Depreciation of:                
Unaffiliated Investments     (24,540,104 )     (19,732,448 )
Affiliated Investments     (84,000 )     (126,000 )
Foreign currency and foreign currency translation     (3,169 )     (1,937 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (24,627,273 )     (19,860,385 )
Net Realized and Unrealized Loss on Investments     (20,888,196 )     (32,396,042 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (20,920,201 )   $ (32,125,705 )

 

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

 

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment loss   $ (32,005 )   $ (61,969 )
Net realized gain on investments and In-Kind Redemptions     3,739,077       6,795,041  
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     (24,627,273 )     3,808,116  
Net increase (decrease) in net assets resulting from operations     (20,920,201 )     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     (10,310,485 )     (2,762,775 )
Transaction Fees (See Note 1)     21        
Net decrease in net assets from capital share transactions     (10,310,464 )     (2,762,775 )
Total increase (decrease) in net assets     (31,230,665 )     7,639,724  
                 
NET ASSETS                
Beginning of Year     54,155,215       46,515,491  
End of Year   $ 22,924,550     $ 54,155,215  

 

Summary of share transactions is as follows:

 

    Year Ended     Year Ended  
    September 30, 2022     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     (400,000 )     (16,924,765 )     (300,000 )     (15,792,670 )
Net Transactions in Fund Shares     (250,000 )   $ (10,310,464 )  
(50,000 )   $ (2,762,775 )
Beginning Shares     1,050,000               1,100,000          
Ending Shares     800,000               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

 

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 270,337     $ 952,021  
Net realized gain (loss) on investments and In-Kind Redemptions     (12,535,657 )     72,924,518  
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     (19,860,385 )     (35,254,072 )
Net increase (decrease) in net assets resulting from operations     (32,125,705 )     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     (14,860,700 )     (58,836,885 )
Transaction Fees (See Note 1)     17,554       150,154  
Net decrease in net assets from capital share transactions     (14,843,146 )     (58,686,731 )
Total decrease in net assets     (49,426,613 )     (21,271,264 )
                 
NET ASSETS                
Beginning of Year     100,427,342       121,698,606  
End of Year   $ 51,000,729     $ 100,427,342  

 

Summary of share transactions is as follows:

 

    Year Ended     Year Ended  
    September 30, 2022     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)           17,554             150,154  
Shares Redeemed     (250,000 )     (19,259,685 )     (2,400,000 )     (223,765,705 )
Net Transactions in Fund Shares     (200,000 )   $ (14,843,146 )     (600,000 )   $ (58,686,731 )
Beginning Shares     1,200,000               1,800,000          
Ending Shares     1,000,000               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 the year

 

 
    Year Ended     Year Ended     Year Ended     Year Ended     Year Ended  
    September 30,     September 30,     September 30,     September 30,     September 30,  
    2022     2021     2020     2019     2018  
                                         
Net Asset Value, Beginning of Year   $ 51.58     $ 42.29     $ 35.92     $ 39.05     $ 36.14  
Income (Loss) from Investment Operations:                                        
Net investment income (loss) 1     (0.03 )     (0.03 )     0.26       0.28       0.15  
Net realized and unrealized gain (loss) on investments     (22.89 )     9.45       6.34       (3.11 )     3.08  
Total from investment operations     (22.92 )     9.42       6.60       (2.83 )     3.23  
Less Distributions:                                        
Distributions from net investment income           (0.13 )     (0.23 )     (0.30 )     (0.13 )
Net realized gains                             (0.19 )
Total distributions           (0.13 )     (0.23 )     (0.30 )     (0.32 )
Net asset value, end of year   $ 28.66     $ 51.58     $ 42.29     $ 35.92     $ 39.05  
Total Return     (44.44 )%     22.28 %     18.58 %     (7.23 )%     9.03 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 22,925     $ 54,155     $ 46,515     $ 37,720     $ 50,771  
                                         
Gross Expenses to Average Net Assets     0.68 %     0.68 %     0.71 %2     0.75 %     0.75 %
Net Investment Income (Loss) to Average Net                                        
Assets     (0.09 )%     (0.06 )%     0.70 %     0.83 %     0.42 %
Portfolio Turnover Rate     28 %     14 %     104 %     38 %     42 %

  


1 Calculated based on average shares outstanding during the year.

2 Effective April 7, 2020, the Fund’s expense ratio was reduced to 0.68%.

 

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 the year

 

 
    Year Ended     Year Ended     Year Ended     Year Ended     Year Ended  
    September 30,     September 30,     September 30,     September 30,     September 30,  
    2022     2021     2020     2019     2018  
                               
Net Asset Value, Beginning of Year   $ 83.69     $ 67.61     $ 41.50     $ 47.49       44.37  
Income (Loss) from Investment Operations:                                        
Net investment income 1     0.25       0.74       0.25       0.52       0.74  
Net realized and unrealized gain (loss) on investments     (30.82 )     15.96       26.26       (5.87 )     2.98  
Total from investment operations     (30.57 )     16.70       26.51       (5.35 )     3.72  
Less Distributions:                                        
Distributions from net investment income     (2.14 )     (0.72 )     (0.41 )     (0.65 )     (0.59 )
Net realized gains                             (0.03 )
Total distributions     (2.14 )     (0.72 )     (0.41 )     (0.65 )     (0.62 )
Capital Share Transactions:                                        
Transaction fees added to paid-in capital     0.02       0.10       0.01       0.01       0.02  
Net asset at end of year   $ 51.00     $ 83.69     $ 67.61     $ 41.50       47.49  
Total Return     (37.58 )%     24.91 %     64.12 %     (11.26 )%     8.38 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 51,001     $ 100,427     $ 121,699     $ 83,000     $ 130,609  
                                         
Gross Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Net Investment Income to Average Net Assets     0.33 %     0.87 %     0.51 %     1.22 %     1.48 %
Portfolio Turnover Rate     53 %     89 %     53 %     38 %     42 %

  


1 Calculated based on average shares outstanding during the year.

 

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

 

25

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022

 

 

   

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.

 

Effective April 17, 2020, the name ETFMG Video Game Tech ETF has changed to the Wedbush ETFMG Video Game Tech ETF.

 

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

September 30, 2022 (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 ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the Wedbush ETFMG Video Game Tech ETF held one security that was fair valued by the Adviser.

 

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.

 

27

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

   


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 September 30, 2022:

 

Wedbush ETFMG Global Cloud Technology ETF                                
Assets^     Level 1       Level 2       Level 3       Total  
Common Stocks   $ 22,718,792     $     $     $ 22,718,792  
Short Term Investments     253,935                   253,935  
ETFMG Sit Ultra Short ETF**     2,403,750                   2,403,750  
Investments Purchased with Securities Lending Collateral*                       3,620,896  
Total Investments in Securities   $ 25,376,477     $     $     $ 28,997,373  

 

Wedbush ETFMG Video Game Tech ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 50,501,683     $     $ (1)   $ 50,501,683  
Short Term Investments     447,887                   447,887  
ETFMG Sit Ultra Short ETF**     3,605,625                   3,605,625  
Investments Purchased with Securities Lending Collateral*                       6,405,926  
Total Investments in Securities   $ 54,555,195     $     $     $ 60,961,121  

 


(1) Includes a security valued at $0 with a cost of $463,445.

^ 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.

 

28

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

  


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.

 

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’ 2022 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 September 30, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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.

 

29

  

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 


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.

 


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 Global Cloud Technology ETF and the Wedbush 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

September 30, 2022 (Continued)

 

  

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.

 

A complete description of the principal risks is included in each Fund’s prospectus under the heading “Principal Investment Risks.”

 

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.

 

31

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

  

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 Adviser compensates the Administrator for these services under an administration agreement between the two parties.

 

The Adviser pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Adviser 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 year ended September 30, 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 year ended September 30, 2022:

 

    Purchases   Sales
Wedbush ETFMG Global Cloud Technology ETF   $11,092,907   $12,095,559
Wedbush ETFMG Video Game Tech ETF   $44,481,926   $51,233,536

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2022:

 


  Purchases In-     Sales In-  
    Kind     Kind  
                 
Wedbush ETFMG Global Cloud Technology ETF   $ 6,542,720     $ 15,699,800  
Wedbush ETFMG Video Game Tech ETF   $ 3,014,096     $ 13,718,051  

 

32

  

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

  

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 year ended September 30, 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 Adviser; 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 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.

 

As of September 30, 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   $ 5,968,662     $ 6,108,845  
Wedbush ETFMG Video Game Tech ETF     9,887,069       10,153,774  

  

*   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.

 

33

  

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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, 2022, the Funds’ most recent fiscal year end, were as follows:

 

   

Cost 

   

Gross 

Unrealized 

Appreciation   

   

Gross 

Unrealized 

Depreciation 

   

Net 

Unrealized 

Appreciation 

(Depreciation) 

 
Wedbush ETFMG Global Cloud Technology ETF   $ 38,309,087     $ 2,083,156     $ (11,394,870 )   $ (9,311,714 )
Wedbush ETFMG Video Game Tech ETF     93,159,459       770,505       (32,968,843 )     (32,198,338 )

  

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, 2022, the Funds’ most recent fiscal year end, 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 

 
Wedbush ETFMG Global Cloud Technology ETF   $     $     $     $ (10,987,678 )   $ (20,299,392 )
Wedbush ETFMG Video Game Tech ETF                       (27,299,070 )     (59,497,408 )

 

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, 2022, the Funds’ most recent fiscal year end, the Funds had accumulated capital loss carryovers of:

 

   

Capital Loss

Carryover

ST

   

Capital Loss

Carryover

LT

   

Expires 

 
Wedbush ETFMG Global Cloud Technology ETF   $ (2,506,670 )   $ (8,370,316 )     Indefinite  
Wedbush ETFMG Video Game Tech ETF     (13,959,983 )     (13,174,970 )     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, 2022, the Funds’ most recent fiscal year end.

 

    Later Year Ordinary Loss     Post-October Loss  
Wedbush ETFMG Global Cloud Technology ETF   $ (92,369 )   $  
Wedbush ETFMG Video Game Tech ETF     (162,052 )      

  

34

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

   

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

 

 

 

Total

Distributable

Earnings/(Loss)

   

Paid-In

Capital

 
Wedbush ETFMG Global Cloud Technology ETF   $ (4,954,548 )   $ 4,954,548  
Wedbush ETFMG Video Game Tech ETF     1,090,255       (1,090,255 )

  

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

 

   

Year Ended 

September 30, 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 year ended September 30, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2022. Transactions during the year 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  
September 30,  
2022
   

Ending 

Shares

 
ETFMG Sit Ultra Short ETF   $ 2,487,750     $     $     $     $ (84,000 )   $     $ 2,403,750       50,000  

  

Wedbush ETFMG Video Game Tech ETF

 

Wedbush ETFMG Video Game Tech ETF owned the following company during the year ended September 30, 2022. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2022. Transactions during the year 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  
September 30,
2022
   

Ending 

Shares

 
ETFMG Sit Ultra Short ETF   $ 3,731,625     $     $     $     $ (126,000 )   $     $ 3,605,625       75,000  

 

35

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

NOTE 10 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

36

  

Wedbush ETFMG TM ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders of Wedbush ETFMG Video Game Tech ETF and Wedbush ETFMG Global Cloud Technology ETF :

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Wedbush ETFMG Video Game Tech ETF and Wedbush ETFMG Global Cloud Technology ETF (the “Funds”) (certain of the Funds comprising ETF Managers Trust), as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the periods indicated therein, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2022, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor for one or more series of the Trust since 2013.

 

New York, New York 

November 29, 2022

 

37

 

Wedbush ETFMG TM ETF

 

Expense Example 

Six Months Ended September 30, 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

April 1,

2022

   

Ending

Account

Value

September

30, 2022

   

Expenses

Paid

During

the

Period^

   

Annualized

Expense Ratio

During the

Period April 1,

2022 to

September 30,

2022

 
Wedbush ETFMG Global Cloud Technology ETF                                
Actual   $ 1,000.00     $ 708.90       2.91       0.68 %
Hypothetical (5% annual)     1,000.00       1,021.66       3.45       0.68 %
Wedbush ETFMG Video Game Tech ETF                                
Actual     1,000.00       668.50       3.14       0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80       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 183/365 (to reflect the one-half year period).

 

38

  

Wedbush ETFMG TM ETF

 

SUPPLEMENTARY INFORMATION 

September 30, 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, 2022, 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 0.00%
Wedbush ETFMG Video Game Tech ETF 62.64%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2022 was as follows:  

Fund Name Dividends Received Deduction
Wedbush ETFMG Global Cloud Technology 0.00%
Wedbush ETFMG Video Game Tech ETF 4.48%

 

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%

 

During the year ended September 30, 2022, 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, 2022. 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 9/30/22  
Wedbush ETFMG Video Game Tech ETF     770,396       93,273       0.77039600       0.09327300       1,000,000  

 

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.

 

39

  

Wedbush ETFMG TM ETF

 

SUPPLEMENTARY INFORMATION

September 30, 2022 (Unaudited) (Continued)

 

 

Shareholders are strongly advised to consult their own tax advisors with respect to their investments in the Funds.

 

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.

 

40

 

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). 17               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             Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)  
Kevin Hourihan (1978)                   Chief Compliance Officer (since 2022)               Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015- 2019). n/a                     n/a                    
Matthew J. Bromberg (1973)       Assistant Secretary (since 2020)     Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a         n/a        
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

  

41

 

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). 17 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). 17 None

 

 

42

 

Wedbush ETFMG TM ETF

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)        The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)        The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)        The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)        The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)        The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)        The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)        The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

43

  

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

  

Annual Report 


September 30, 2022

 

 

 

 

 

The funds are series of ETF Managers Trust.

 


  

ETFMG TM ETFs  

 

TABLE OF CONTENTS    

September 30, 2022    

 

 

  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 27
   
Statements of Operations 28
   
Statements of Changes in Net Assets 29
   
Financial Highlights 33
   
Notes to the Financial Statements 37
   
Report of Independent Registered Public Accounting Firm 51
   
Expense Example 52
   
Supplementary Information 53
   
Information About Portfolio Holdings 54
   
Information About Proxy Voting 54
   
Trustees and Officers Table 55
   
Privacy Policy 57

 

1

 

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 September 30, 2022.

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

Performance Overview

 

During the fiscal period ended September 30, 2022, the S&P 500, a broad measure of US listed companies, returned -15.47%. Below is a performance overview for each Fund for the same 1 year period.

 

ETFMG Alternative Harvest ETF (MJ)

 

Over the period, the total return for the ETFMG Alternative Harvest ETF (“MJ”), was -67.06%, while the total return for the Prime Alternative Harvest Index (the “Index”) was -67.42%. The best performers in MJ, on the basis of contribution to return, were Arena Pharmaceuticals Inc, British American Tobacco Plc, Swedish Match Ab, Vector Group Ltd and Jazz Pharmaceuticals Plc, while the worst performers were Canopy Growth Corp, Tilray Brands Inc, Aurora Cannabis Inc, Growgeneration Corp, and Sndl Inc.

 

During the reporting period, MJ saw an average approximate allocation of 51.75% to the Health Care sector, 7.51% to Consumer Staples and 4.33% to Financials. The portfolio holdings of MJ were exposed predominately to Canada at 44.60%, while 20.44% were exposed to the United States, and 2.65% to Australia.

 

ETFMG U.S. Alternative Harvest ETF (MJUS)

 

The following information pertains to the fiscal period from October 1, 2021 to September 30, 2022. The ETFMG U.S. Alternative Harvest ETF (“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 “MJUS Index”).

 

Over the period, the total return for MJUS was -71.97%, while the total return the for the MJUS Index was -70.80%. The best performers in MJUS, on the basis of contribution to return were, Riv Capital Inc, Ceres Acquisition Corp - A, Goodness Growth Holdings Inc, Glass House Brands Inc. and Cansortium Inc while the worst performers were Trulieve Cannabis Corp, Curaleaf Holdings Inc, Innovative Industrial Proper and Green Thumb Industries Inc and Hydrofarm Holdings Group Inc.

 

2

 

During the reporting period, MJUS saw an allocation of 68.14% to the Health Care sector, 22.51% to Real Estate and 2.23% to Financials.

 

The portfolio holdings of MJUS were primarily exposed to the United States at 92.53% exposure and Canada at 4.37%.

 

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 September 30, 2022. MJXL and MJIN (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 ETFs over longer periods may not correlate to the Index performance. The ETFs 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.

 

MJXL attempts to provide investment results that correlate to 200% of the daily 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 daily return of a benchmark, 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 ETF seeks daily investment results (before fees and expenses) of 200% or -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.

 

3

 

Index Performance – The daily performance of the 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. 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 ETFs is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, an 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 ETFs over longer periods are greater or less than the ETF’s daily stated goal. Periods of high volatility that lack a clear trend hurt an ETF’s performance while trending, low volatility markets enhance an ETF’s performance.

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, an ETF receives OBFR plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by ETF 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 an ETF’s performance and ability to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in each 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 ETFs. 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.

 

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 September 30, 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 – 67.42% and volatility of 45.5%. 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 had a total return of -91.43% for the reporting period and volatility of 93.5%. For the reporting period MJXL had an average daily volume of 17,808 shares and an average daily statistical correlation of 99.1% to the return of the Index.

 

4

 

ETFMG 2X Daily Inverse Alternative Harvest ETF (MJIN)

 

The following information pertains to the fiscal period from October 6, 2021 to September 30, 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, the Index had a total return of -67.19% and volatility of 45.8%. 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 had a total return of 199.05% for the reporting period and volatility of 95.5%. For the reporting period MJIN had an average daily volume of 13,506 shares and an average daily statistical correlation of -98.8% to the return of the Index.

 

We thank you for your interest in the Fund. 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
Year Ended September 30, 2022
  1 Year
Return
  5 Year
Return
  Since
Inception
(12/03/15)
    Value of
$10,000
(9/30/2022)
ETFMG Alternative Harvest ETF (NAV)     -67.06 %     -29.39 %     -17.86 %   $ 2,611  
ETFMG Alternative Harvest ETF(Market)     -67.27 %     -29.56 %     -18.40 %   $ 2,495  
S&P 500 Index     -15.47 %     9.24 %     10.58 %   $ 19,868  
Prime Alternative Harvest Index*     -67.42 %     -30.19 %     -18.42 %   $ 2,490  

 

* 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 September 30, 2022 (Unaudited)*

 

    Security   % of Total
Investments
1   ETFMG U.S. Alternative Harvest ETF**   17.71%  
2   Canopy Growth Corp.   6.32%  
3   ETFMG Sit Ultra Short ETF**   6.09%  
4   SNDL, Inc.   5.77%  
5   Cronos Group, Inc.   5.52%  
6   Tilray Brands, Inc.   4.57%  
7   Aurora Cannabis, Inc.   2.69%  
8   Organigram Holdings, Inc.   2.48%  
9   GrowGeneration Corp.   2.17%  
10   Incannex Healthcare, Ltd.   1.82%  

 

Top Ten Holdings= 55.14% 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.

 

7

 

ETFMG U.S. Alternative Harvest ETF 

Growth of $10,000 (Unaudited)

 

  

Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
  Since
Inception
(5/12/2021)
  Value of
$10,000
(9/30/2022)
ETFMG U.S. Alternative Harvest ETF (NAV)     -71.97 %     -66.86 %   $ 2,163  
ETFMG U.S. Alternative Harvest ETF (Market)     -72.02 %     -66.93 %   $ 2,157  
S&P 500 Index     -15.47 %     -7.23 %   $ 9,011  
Prime US Alternative Harvest Index NTR     -70.80 %     -65.42 %   $ 2,294  

 

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 September 30, 2022 (Unaudited)*

 

    Security   % of Total
Investments
1   Innovative Industrial Properties, Inc.   19.74%  
2   AFC Gamma, Inc.   1.94%  
3   GrowGeneration Corp.   1.57%  
4   WM Technology, Inc.   0.90%  
5   Hydrofarm Holdings Group, Inc.   0.59%  
6   Charlottes Web Holdings, Inc.   0.48%  
7   Flora Growth Corp.   0.38%  
8   Bright Green Corp.   0.27%  
9   Power REIT   0.23%  

 

Top Holdings = 26.10% 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 Annual Returns
Year Ended September 30, 2022
  1 Year
Return
  Since
Inception
(7/6/2021)
  Value of
$10,000
(9/30/2022)
ETFMG 2x Daily Alternative Harvest ETF (NAV)     -91.43 %     -92.05 %   $ 438  
ETFMG 2x Daily Alternative Harvest ETF (Market)     -90.45 %     -91.40 %   $ 483  
S&P 500 Index     -15.47 %     -13.08 %   $ 8,410  
Prime Alternative Harvest Index NTR     -67.42 %     -69.02 %   $ 2,350  

 

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 September 30, 2022
  Since
Inception
(10/5/2021)
  Value of
$10,000
(9/30/2022)
ETFMG 2x Daily Inverse Alternative Harvest ETF (NAV)     199.05 %   $ 29,905  
ETFMG 2x Daily Inverse Alternative Harvest ETF (Market)     193.91 %   $ 29,391  
S&P 500 Index     -16.23 %   $ 8,377  
Prime Alternative Harvest Index NTR     -67.19 %   $ 3,281  

 

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 September 30, 2022

 

 

    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   2.7 %   %   %   %
Canada   38.5     0.9          
Denmark   0.7              
Ireland   0.8              
Israel   2.6              
Mexico   0.0 *            
Sweden   0.9              
United Kingdom   1.7              
United States   25.3     28.5          
Exchange Traded Funds   34.7              
Short-Term and other Net Assets (Liabilities)   (7.9 )   70.6     100.0     100.0  
    100.0 %   100.0 %   100.0 %   100.0 %

 

16

 

ETFMG Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
COMMON STOCKS - 73.2%                
Australia - 2.7%                
Pharmaceuticals - 2.7% (g)                
Incannex Healthcare, Ltd. (a)     48,881,193     $ 8,598,412  
                 
Canada - 38.5%                
Food Products - 0.6%                
Village Farms International, Inc. (a)(b)     961,081       1,835,665  
Pharmaceuticals - 37.9% (g)                
Aurora Cannabis, Inc. (a)(b)     10,422,672       12,715,660  
Auxly Cannabis Group, Inc. (a)(b)     37,661,739       1,226,900  
Canopy Growth Corp. (a)(b)     10,963,644       29,930,748  
Charlottes Web Holdings, Inc. (a)(b)(f)     7,608,937       3,139,750  
Cronos Group, Inc. (a)(b)     9,264,592       26,126,149  
HEXO Corp. (a)(b)     22,940,311       3,982,438  
High Tide, Inc. (a)(b)     2,955,975       4,087,242  
MediPharm Labs Corp. (a)(b)     5,469,051       277,145  
Organigram Holdings, Inc. (a)(b)     13,461,740       11,733,253  
SNDL, Inc. (a)(b)(f)     12,523,678       27,301,618  
The Valens Co., Inc. (a)(b)     3,877,556       2,638,653  
Total Pharmaceuticals             123,159,556  
Total Canada             124,995,221  
                 
Denmark - 0.7%                
Tobacco - 0.7%                
Scandinavian Tobacco Group AS (h)     160,914       2,343,768  
                 
Ireland - 0.8%                
Pharmaceuticals - 0.8% (g)                
Jazz Pharmaceuticals PLC (a)     20,154       2,686,327  
                 
Israel - 2.6%                
Pharmaceuticals - 2.6% (g)                
Intercure, Ltd. (a)(b)     1,851,339       8,349,539  
                 
Mexico - 0.0% (d)                
Construction & Engineering - 0.0% (d)                
Empresas ICA SAB de CV (a)(c)     155,893        
                 
Sweden - 0.9%                
Tobacco - 0.9%                
Swedish Match AB     286,991       2,844,657  
                 
United Kingdom - 1.7%                
Tobacco - 1.7%                
British American Tobacco PLC     77,791       2,802,446  
Imperial Brands PLC     136,584       2,828,915  
Total Tobacco             5,631,361  

 

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

 

17

 

ETFMG Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
United States - 25.3%                
Biotechnology - 0.2%                
Corbus Pharmaceuticals Holdings, Inc. (a)     4,710,319     $ 777,203  
Chemicals - 1.5%                
Mativ Holdings, Inc. (b)     152,183       3,360,201  
Scotts Miracle-Gro Co. (b)     37,947       1,622,234  
Total Chemicals             4,982,435  
Interactive Media & Services - 0.2%                
Leafly Holdings, Inc. (a)(b)     932,936       633,464  
Machinery - 1.3%                
Agrify Corp. (a)(b)     1,104,323       480,381  
Hydrofarm Holdings Group, Inc. (a)     1,994,258       3,868,860  
Total Machinery             4,349,241  
Pharmaceuticals - 7.2% (g)                
Tilray Brands, Inc. (a)(b)     7,862,260       21,621,215  
Zynerba Pharmaceuticals, Inc. (a)     2,258,970       1,653,566  
Total Pharmaceuticals             23,274,781  
Real Estate Investment Trusts (REITs) - 6.2%                
AFC Gamma, Inc. (b)     489,357       7,487,161  
Chicago Atlantic Real Estate Finance, Inc. (b)     458,709       6,609,997  
Innovative Industrial Properties, Inc. (b)     66,195       5,858,258  
Total Real Estate Investment Trusts (REITs)             19,955,416  
Software - 1.8%                
WM Technology, Inc. (a)     3,652,945       5,881,241  
Specialty Retail - 3.2%                
GrowGeneration Corp. (a)(b)     2,938,255       10,283,893  
Tobacco - 3.7%                
22nd Century Group, Inc. (a)(b)     1,595,099       1,479,135  
Altria Group, Inc.     68,853       2,780,284  
Philip Morris International, Inc.     31,096       2,581,279  
Turning Point Brands, Inc.     125,780       2,670,309  
Vector Group, Ltd. (b)     273,237       2,407,218  
Total Tobacco             11,918,225  
Total United States             82,055,899  
TOTAL COMMON STOCKS (Cost $811,017,606)             237,505,184  
                 
EXCHANGE TRADED FUNDS - 25.8%                
ETFMG U.S. Alternative Harvest ETF (f)     38,873,845       83,831,447  
TOTAL EXCHANGE TRADED FUNDS (Cost $109,853,918)                

 

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

 

18

 

ETFMG Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 45.5%                
ETFMG Sit Ultra Short ETF (f)     600,000     $ 28,845,000  
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (e)     118,945,523       118,945,523  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM  SECURITIES LENDING COLLATERAL (Cost $148,794,320)             147,790,523  
                 
SHORT-TERM INVESTMENTS - 1.3%                
First American Government Obligations Fund - Class X, 2.77% (e)     4,252,988       4,252,988  
TOTAL SHORT-TERM INVESTMENTS (Cost $4,252,988)             4,252,988  
                 
Total Investments (Cost $1,073,918,832) - 145.8%             473,380,142  
Liabilities in Excess of Other Assets - (45.8)%             (148,650,407 )
TOTAL NET ASSETS - 100.0%           $ 324,729,735  

 

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 September 30, 2022.

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

(d) Amount is 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 September 30, 2022, the Fund had a significant portion of its assets invested in the Pharmaceutical industry.

(h) 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 September 30, 2022, the market value of these securities total $2,343,768, which represents 0.7% 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.

 

19

 

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
COMMON STOCKS - 29.4%                
Canada - 0.9%                
Personal Products - 0.4%                
Flora Growth Corp. (a)     513,466     $ 362,353  
Pharmaceuticals - 0.5%                
Charlottes Web Holdings, Inc. (a)     1,115,175       460,166  
Total Canada             822,519  
                 
United States - 28.5%                
Machinery - 0.7%                
Hydrofarm Holdings Group, Inc. (a)     292,311       567,083  
Pharmaceuticals - 0.3%                
Bright Green Corp. (a)(b)     239,965       259,162  
Real Estate Investment Trusts (REITs) - 24.7%                
AFC Gamma, Inc.     121,273       1,855,477  
Innovative Industrial Properties, Inc.     213,673       18,910,061  
Power REIT (a)     21,038       224,475  
Total Real Estate Investment Trusts (REITs)             20,990,013  
Software - 1.0%                
WM Technology, Inc. (a)     535,439       862,057  
Specialty Retail - 1.8%                
GrowGeneration Corp. (a)(b)     430,680       1,507,380  
Total United States             24,185,695  
TOTAL COMMON STOCKS (Cost $31,966,059)             25,008,214  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 0.5%                
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     434,125       434,125  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $434,125)             434,125  

 

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

 

20

 

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 82.8%                
Money Market Funds - 5.2%                
First American Government Obligations Fund - Class X, 2.77% (c)     4,429,886     $ 4,429,886  
                 
U.S. Treasury Bills - 77.6% (d)                
2.66%, 11/17/2022     3,705,000       3,692,327  
2.70%, 11/25/2022     18,750,000       18,673,817  
2.84%, 12/01/2022     23,500,000       23,388,791  
2.94%, 12/08/2022     11,075,000       11,014,565  
2.77%, 12/15/2022     5,450,000       5,419,120  
3.15%, 12/22/2022     2,775,000       2,755,462  
3.22%, 01/05/2023     975,000       966,800  
Total U.S. Treasury Bills             65,910,882  
TOTAL SHORT TERM INVESTMENTS (Cost $70,337,420)             70,340,768  
                 
                 
                 
Total Investments (Cost $102,737,604) - 112.7%             95,783,107  
Liabilities in Excess of Other Assets - (12.7)%             (10,816,511 )
TOTAL NET ASSETS - 100.0%           $ 84,966,596  

 

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 September 30, 2022.

(c) The rate shown is the seven-day yield at September 30, 2022.

(d) The rate shown is the effective yield at September 30, 2022.

 

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.

 

21

 

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Total Return Swaps

September 30, 2022

 

 

Long Total
Return Equity
Swaps
  Counterparty   Payment
Frequency
  Financing Rate   Expiration
Date
  Notional
Amount
    Unrealized
Appreciation/
(Depreciation)
 
Columbia Care   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023   $ 381,630     $  
Columbia Care*   National Bank of Canada   Monthly   Overnight Bank Funding Rate Index + 1.50%   October 3, 2023     2,990,125        
Cresco Labs   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023     1,049,735        
Cresco Labs*   National Bank of Canada   Monthly   Overnight Bank Funding Rate  Index + 1.50%   October 3, 2023     3,488,041        
Curaleaf Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023     1,677,308        
Curaleaf Holdings*   National Bank of Canada   Monthly   Overnight Bank Funding Rate Index + 1.50%   October 3, 2023     14,672,294        
Green Thumb Industries   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023     3,983,871        
Green Thumb Industries*   National Bank of Canada   Monthly   Overnight Bank Funding Rate Index + 1.50%   October 3, 2023     11,224,323        
Marimed   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023     130,994        
Medicine Man Technologies   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023     92,610        
Trulieve Cannabis   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2023     1,855,278        
Trulieve  Cannabis*   National Bank of Canada   Monthly   Overnight Bank Funding Rate Index + 1.50%   October 3, 2023     6,412,400        
Verano Holdings - Class A   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate  Index + 1.50%   May 16, 2023     1,593,592        
Verano Holdings - Class A*   National Bank of Canada   Monthly   Overnight Bank Funding Rate Index + 1.50%   October 3, 2023     7,765,965        
                    $ 57,318,116     $  

 

*Total return swap is in a basket swap agreement.

 

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

 

22

 

ETFMG 2x Daily Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 61.2%                
Money Market Funds - 61.2%                
First American Government Obligations Fund - Class X, 2.77%  (a)     238,799     $ 238,799  
TOTAL SHORT-TERM INVESTMENTS (Cost $238,799)             238,799  
                 
Total Investments (Cost $238,799) - 61.2%             238,799  
Other Assets in Excess of Liabilities - 38.8%             151,101  
TOTAL NET ASSETS - 100.0%           $ 389,900  

 

Percentages are stated as a percent of net assets.

 

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

 

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

 

23

 

ETFMG 2x Daily Alternative Harvest ETF

 

Schedule of Total Return Swaps

September 30, 2022

 

 

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 Swap   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   $     $ 732,082     $  

 

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

 

24

 

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 0.3%                
Money Market Funds - 0.3%                
First American Government Obligations Fund - Class X, 2.77% (a)     4,971     $ 4,971  
TOTAL SHORT-TERM INVESTMENTS (Cost $4,971)             4,971  
                 
Total Investments (Cost $4,971) - 0.3%             4,971  
Other Assets in Excess of Liabilities - 99.7%             1,457,988  
TOTAL NET ASSETS - 100.0%           $ 1,462,959  

 

Percentages are stated as a percent of net assets.

 

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

 

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

 

25

 

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

Schedule of Total Return Swaps

September 30, 2022

 

 

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 Swap   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 4.50%   $     $ (2,574,471 )   $  

 

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

 

26

 

ETFMG TM ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2022

 

 

    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*   $ 360,703,695     $ 95,783,107     $ 238,799     $ 4,971  
Investments in affiliated securities, at value*     112,676,447                    
Foreign currency*     154,321                    
Deposits at Broker for total return swap contracts           13,065,533       373,540       930,000  
Receivables:                                
Receivable for fund shares issued     980,320                    
Dividends and interest receivable           468,296       418       431  
Securities lending income receivable     463,034       22,125              
Receivable for investments sold     64,979                    
Receivable for open swap contracts                       528,679  
Total assets     475,042,796       109,339,061       612,757       1,464,081  
                                 
LIABILITIES                                
Collateral received for securities loaned (Note 7)     148,794,320       434,125              
Payables:                                
Payable for investments purchased     980,320             9,372        
Payable for open swap contracts           23,881,749       213,095        
Dividends and interest payable     354,402                    
Management fees payable     184,019       56,591       390       1,122  
Total liabilities     150,313,061       24,372,465       222,857       1,122  
Net Assets   $ 324,729,735     $ 84,966,596     $ 389,900     $ 1,462,959  
                                 
NET ASSETS CONSIST OF:                                
Paid-in Capital   $ 2,131,059,415     $ 114,039,482     $ 743,331     $ 735,584  
Total Distributable Earnings (Accumulated Losses)     (1,806,329,680 )     (29,072,886 )     (353,431 )     727,375  
Net Assets   $ 324,729,735     $ 84,966,596     $ 389,900     $ 1,462,959  
                                 
*Identified Cost:                                
                                 
Investments in unaffiliated securities   $ 934,216,117     $ 102,737,604     $ 238,799     $ 4,971  
Investments in affiliated securities     139,702,715                    
Foreign currency     153,182                    
                                 
Shares Outstanding^     70,250,000       39,280,000       890,000       60,000  
                                 
Net Asset Value, Offering and Redemption Price per Share   $ 4.62     $ 2.16     $ 0.44     $ 24.38  

 


^ No par value, unlimited number of shares authorized

 

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

 

27

ETFMG TM ETFs

 

STATEMENTS OF OPERATIONS

For the Year Ended September 30, 2022

 

 

    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 $66,936, $-, $-, $-)   $ 8,634,246     $ 478,732     $     $  
Interest     48,366       177,168       1,181       7,144  
Securities lending income     8,972,493       24,668              
Total Investment Income     17,655,105       680,568       1,181       7,144  
                                 
Expenses:                                
Management fees     4,904,279       98,177       5,970       17,972  
Total Expenses     4,904,279       98,177       5,970       17,972  
Net Investment Income (Loss)     12,750,826       582,391       (4,789 )     (10,828 )
                                 
REALIZED & UNREALIZED GAIN (LOSS) ON                                
INVESTMENTS AND SWAP CONTRACTS                                
Net Realized Gain (Loss) on:                                
Unaffiliated Investments     (405,438,907 )     (805,339 )            
Affiliated Investments     (1,155,400 )                  
In-Kind redemptions     (15,275,711 )     (72,398 )            
Foreign currency and foreign currency translation     (376,466 )     1,182              
Swap contracts           (22,727,060 )     (1,631,591 )     999,026  
Net Realized Gain (Loss) on Investments, Swap  Contracts and In-Kind redemptions     (422,246,484 )     (23,603,615 )     (1,631,591 )     999,026  
Net Change in Unrealized Appreciation (Depreciation) of:                                
Unaffiliated Investments     (249,687,136 )     (6,749,745 )            
Affiliated Investments     (27,035,045 )                  
Foreign currency and foreign currency translation     (2,380 )                  
Net change in Unrealized Appreciation (Depreciation) on Investments and Swap Contracts     (276,724,561 )     (6,749,745 )            
Net Realized and Unrealized Gain (Loss) on Investments and Swap Contracts     (698,971,045 )     (30,353,360 )     (1,631,591 )     999,026  
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ (686,220,219 )   $ (29,770,969 )   $ (1,636,380 )   $ 988,198  

 


(1) The Fund commenced operations on October 5, 2021.

 

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

 

28

ETFMG Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 12,750,826     $ 18,791,771  
Net realized loss on investments and In-Kind redemptions     (422,246,484 )     (26,438,605 )
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (276,724,561 )     174,690,515  
Net increase (decrease) in net assets resulting from operations     (686,220,219 )     167,043,681  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (12,808,889 )     (17,257,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (43,884,655 )     421,833,537  
Transaction Fees (See Note 1)     34,194       18,289  
Net increase (decrease) in net assets from capital share transactions     (43,850,461 )     421,851,826  
Total increase (decrease) in net assets     (742,879,569 )     571,638,507  
                 
NET ASSETS                
Beginning of Year     1,067,609,304       495,970,797  
End of Year   $ 324,729,735     $ 1,067,609,304  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     10,700,000     $ 91,358,945       57,650,000     $ 1,053,114,312  
Transaction Fees  (See Note 1)           34,194             18,289  
Shares Redeemed     (14,600,000 )     (135,243,600 )     (31,350,000 )     (631,269,872 )
Net Transactions in Fund Shares     (3,900,000 )   $ (43,850,461 )     26,300,000     $ 421,862,729  
Beginning Shares     74,150,000               47,850,000          
Ending Shares     70,250,000               74,150,000      
 

 

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

 

29

 

ETFMG U.S. Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Year Ended 

September 30, 

2022 

   

Period Ended 

September 30, 

2021(1)

 
OPERATIONS            
Net investment income (loss)   $ 582,391     $ (9,128 )
Net realized loss on investments, swap contracts and In-Kind redemptions     (23,603,615 )     (1,493,703 )
Net change in unrealized appreciation (depreciation) of                
investments and swap contracts     (6,749,745 )     (204,752 )
Net decrease in net assets resulting from operations     (29,770,969 )     (1,707,583 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in                
outstanding shares     108,640,243       7,804,905  
Total increase in net assets     78,869,274       6,097,322  
                 
NET ASSETS                
Beginning of Year/Period     6,097,322        
End of Year/Period   $ 84,966,596     $ 6,097,322  

 

Summary of share transactions is as follows:

 

    Year Ended     Period Ended  
    September 30, 2022     September 30, 2021(1)  
    Shares     Amount     Shares     Amount  
Shares Sold   38,920,000     $ 110,968,118     790,000     $ 7,804,905  
Shares Redeemed   (430,000 )     (2,327,875 )          
Net Transactions in Fund Shares   38,490,000     $ 108,640,243     790,000     $ 7,804,905  
Beginning Shares   790,000                      
Ending Shares   39,280,000             790,000          

 


(1) The Fund commenced operations on May 12, 2021.

 

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

 

30

 

ETFMG 2x Daily Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Year Ended 

September 30, 

2022 

   

Period Ended 

September 30, 

2021(1)

 
OPERATIONS            
Net investment loss   $ (4,789 )   $ (1,069 )
Net realized loss on investments, swap contracts and In-Kind redemptions     (1,631,591 )     (396,127 )
Net decrease in net assets resulting from operations     (1,636,380 )     (397,196 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets from capital share transactions     1,464,207       959,269  
Total increase (decrease) in net assets     (172,173 )     562,073  
                 
NET ASSETS                
Beginning of Year/Period     562,073        
End of Year/Period   $ 389,900     $ 562,073  

 

Summary of share transactions is as follows:

 

   

Year Ended 

September 30, 2022 

   

Period Ended 

September 30, 2021(1) 

 
    Shares     Amount     Shares     Amount  
Shares Sold   840,000
  $ 1,543,938     110,000
  $ 959,269  
Shares Redeemed   (60,000 )     (79,731 )          
Net Transactions in Fund Shares   780,000
  $ 1,464,207     110,000
  $ 959,269  
Beginning Shares   110,000                      
Ending Shares   890,000             110,000          

 


(1) The Fund commenced operations on July 6, 2021.

 

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

 

31

 

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

   

Period Ended 

September 30, 

2022 (1)

 
OPERATIONS      
Net investment loss   $ (10,828 )
Net realized gain on investments, swap contracts and In-Kind redemptions     999,026  
Net increase in net assets resulting from operations     988,198  
         
DISTRIBUTIONS TO SHAREHOLDERS        
Total distributions from distributable earnings     (260,823 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase in net assets from capital share transactions     735,584  
Total increase in net assets     1,462,959  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 1,462,959  

 

Summary of share transactions is as follows:

 

   

Period Ended 

September 30, 2022 (1)

 
    Shares     Amount  
Shares Sold   1,300,000     $ 25,819,580  
Shares Redeemed   (1,240,000 )     (25,083,996 )
Net Transactions in Fund Shares   60,000     $ 735,584  
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.

 

32

 

ETFMG Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 

   

Year Ended 

September 30, 

2022 

   

Year Ended 

September 30, 

2021 

   

Year Ended 

September 30, 

2020 

   

Year Ended 

September 30, 

2019 

   

Year Ended 

September 30, 

2018

 
Net Asset Value, Beginning Year   $ 14.40     $ 10.37     $ 20.83     $ 39.74     $ 31.36  
Income (Loss) from Investment Operations:                                        
Net investment income1     0.18       0.26       0.91       1.02       0.37  
Net realized and unrealized                                        
gain (loss) on investments     (9.78 )     4.01       (10.49 )     (18.96 )     8.95  
Total from investment operations     (9.60 )     4.27       (9.58 )     (17.94 )     9.32  
Less Distributions:                                        
Distributions from net investment income     (0.18 )     (0.24 )     (0.88 )     (0.97 )     (0.74 )
Net realized gains                             (0.20 )
Total distributions     (0.18 )     (0.24 )     (0.88 )     (0.97 )     (0.94 )
Net asset value, end year   $ 4.62     $ 14.40     $ 10.37     $ 20.83     $ 39.74  
Total Return     (67.06 )%     40.90 %     (46.83 )%     (45.60 )%     33.85 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end year (000’s)   $ 324,730     $ 1,067,609     $ 495,971     $ 800,957     $ 679,559  
                                         
Gross Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Net Investment Income to                                        
Average Net Assets     1.95 %     1.39 %     6.27 %     3.26 %     1.18 %
Portfolio Turnover Rate     74 %     75 %     46 %     71 %     97 %

 

1 Calculated based on average shares outstanding during the year.

 

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

 

33

 

ETFMG U.S. Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

 

   

Year Ended 

September 30, 

2022 

   

Period Ended 

September 30, 

20211

 
             
Net Asset Value, Beginning Year/Period   $ 7.72     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment income (loss) 2     0.13       (0.01 )
Net realized and unrealized loss on investments     (5.69 )     (2.27 )
Total from investment operations     (5.56 )     (2.28 )
Net asset value, end year/period   $ 2.16     $ 7.72  
Total Return     (71.97 )%     (22.82 )%3
                 
Ratios/Supplemental Data:                
Net assets at end of year/period (000’s)   $ 84,967     $ 6,097  
                 
Gross Expenses to Average Net Assets     0.75 %     0.75 %4
Net Investment Income (Loss) to Average Net Assets     4.45 %     (0.38 )%4
Portfolio Turnover Rate     12 %     16 %3

 


1 The Fund commenced operations on May 12, 2021.

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.

 

34

 

ETFMG 2x Daily Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

 

   

Year Ended 

September 30, 

2022 

   

Period Ended 

September 30, 

20211

 
Net Asset Value, Beginning Year/Period   $ 5.11     $ 10.00  
Income (Loss) from Investment Operations:                
Net investment loss 2     (0.01 )     (0.01 )
Net realized and unrealized loss on investments     (4.66 )     (4.88 )
Total from investment operations     (4.67 )     (4.89 )
Net asset value, end year/period   $ 0.44     $ 5.11  
Total Return     (91.43 )%     (48.90 )%3
                 
Ratios/Supplemental Data:                
Net assets at end of year/period (000’s)   $ 390     $ 562  
                 
Gross Expenses to Average Net Assets     0.95 %     0.95 %4
Net Investment Loss to Average Net Assets     (0.76 )%     (0.72 )%4
Portfolio Turnover Rate     0 %     0 %3

 

1 The Fund commenced operations on July 6, 2021.
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.

 

35

 

ETFMG 2x Daily Inverse Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the period

 

 

   

Period Ended 

September 30, 

2022 1

 
       
Net Asset Value, Beginning Period   $ 10.00  
Income (Loss) from Investment Operations:        
Net investment loss 2     (0.10 )
Net realized and unrealized gain on investments     18.33  
Total from investment operations     18.23  
Less Distributions:        
Distributions from net investment income     (3.85 )
Net realized gains      
Total distributions     (3.85 )
Net asset value, end period   $ 24.38  
Total Return     199.05 %3
         
Ratios/Supplemental Data:        
Net assets at end of period (000’s)   $ 1,463  
         
Gross Expenses to Average Net Assets     0.95 %4
Net Investment Loss to Average Net Assets     (0.57 )%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.

 

36

 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022

 

  

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.

 

37

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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 more information about each 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 ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the ETFMG Alternative Harvest ETF held one security that was fair valued by the Adviser.

 

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.

 

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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 September 30, 2022:

 

ETFMG Alternative Harvest ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 237,505,184     $     $ (1)   $ 237,505,184  
Short-Term Investments     4,252,988                   4,252,988  
ETFMG Sit Ultra Short ETF**     28,845,000                   28,845,000  
ETFMG U.S. Alternative Harvest ETF**     83,831,447                   83,831,447  
Investments Purchased with Securities Lending Collateral*                       118,945,523  
Total Investments in Securities   $ 345,434,619     $     $     $ 473,380,142  

 

ETFMG U.S. Alternative Harvest ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 25,008,214     $     $     $ 25,008,214  
Short-Term Investments     4,429,886       65,910,882             70,340,768  
Investments Purchased with Securities Lending Collateral*                       434,125  
Total Investments in Securities   $ 29,438,100     $ 65,910,882     $     $ 95,783,107  

 

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

 

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NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

ETFMG 2x Daily Alternative Harvest ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Short-Term Investments   $ 238,799     $     $     $ 238,799  
Total Investments in Securities   $ 238,799     $     $     $ 238,799  

 

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   $ 4,971     $     $     $ 4,971  
Total Investments in Securities   $ 4,971     $     $     $ 4,971  

 

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

 


(1) Includes a security valued at $0.

^ 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’ 2022 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.

 

40

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

As of September 30, 2022, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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.

 

41

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

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 September 30, 2022.

 

ETFMG U.S. Alternative Harvest ETF  

          Gross                 Gross Amounts not        
          Amounts of                 offset in the Statements        
          Recognized                 of Assets & Liabilities        
          Assets                                
          Presented in                                          
          the       Gross                                  
          Statements       Amounts                                  
    Investment     of Assets &       Available       Net       Financial       Collateral          
Counterparty   Type     Liabilities       Offset       Amounts       Instruments       Received       Net Amount  
Cowen and Company, LLC   Total Return Swap Contracts   $ 5,085,442     $     $ 5,085,442     $     $     $ 5,085,442  
National Bank of Canada   Total Return Swap Contracts   $ (18,796,307 )   $     $ (18,796,307 )   $     $     $ (18,796,307 )

  

ETFMG 2x Daily Alternative Harvest ETF

          Gross                 Gross Amounts not        
          Amounts of                 offset in the Statements        
          Recognized                 of Assets & Liabilities        
          Assets                                
          Presented in                                          
          the       Gross                                  
          Statements       Amounts                                  
    Investment     of Assets &       Available       Net       Financial       Collateral          
Counterparty   Type     Liabilities       Offset       Amounts       Instruments       Received       Net Amount  
Cowen and Company, LLC   Total Return Swap Contract   $ (213,095 )   $     $ (213,095 )   $     $     $ (213,095 )

 

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ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

  

ETFMG 2x Daily Inverse Alternative Harvest ETF 

          Gross                 Gross Amounts not        
          Amounts of                 offset in the Statements        
          Recognized                 of Assets & Liabilities        
          Assets                                
          Presented in                                          
          the       Gross                                  
          Statements       Amounts                                  
    Investment     of Assets &       Available       Net       Financial       Collateral          
Counterparty   Type     Liabilities       Offset       Amounts       Instruments       Received       Net Amount  
Cowen and Company, LLC   Total Return Swap Contract   $ 528,679     $     $ 528,679     $     $     $ 528,679  

 

The average monthly notional amount of the swap contracts during the year ended September 30, 2022 for the Funds were:

 

ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $ 11,329,271  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract   $ 1,203,719  
ETFMG 2x Daily Inverse Alternative Harvest ETF   Swap Contract   $ (3,272,788 )
                 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of September 30, 2022:

 


      Assets     Liabilities     Net Unrealized Gain (Loss)  
ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $     $ 23,881,749     $  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract   $     $ 213,095     $  
ETFMG 2x Daily Inverse Alternative Harvest ETF   Swap Contract   $ 528,679     $     $  

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the year ended September 30, 2022:

 

        Realized Gain (Loss)    

Change in Unrealized

Appreciation/ 

Depreciation

 
ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $ (22,727,060 )   $  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract     (1,631,591 )      
ETFMG 2x Daily Inverse Alternative Harvest ETF   Swap Contract     999,026        

 

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.

 

43

  

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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.

 

44

  

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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.

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.

 

A complete description of the principal risks is included in each Fund’s prospectus under the heading “Principal Investment Risks.”

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

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 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.

 

45

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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 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 year ended September 30, 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 year ended September 30, 2022:

 

    Purchases     Sales  
ETFMG Alternative Harvest ETF   $ 529,422,587     $ 588,803,589  
ETFMG U.S. Alternative Harvest ETF     31,549,272       639,628  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2022:

 

    Purchases
In-Kind
    Sales
In-Kind
 
ETFMG Alternative Harvest ETF   $ 85,541,172     $ 125,640,740  
ETFMG U.S. Alternative Harvest ETF     890,253       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.

 

ETFMG U.S. Alternative Harvest ETF had purchases of $65,910,882 and $0 sales of U.S. Government obligations during the year ended September 30, 2022.

 

46

  

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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 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.

 

As of the year ended September 30, 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 Alternative Harvest ETF   $ 119,295,576     $ 148,794,320  
ETFMG U.S. Alternative Harvest ETF     387,980       434,125  

 

*  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, 2022 were as follows:

 

                      Net  
          Gross     Gross     Unrealized  
          Unrealized     Unrealized     Appreciation  
    Cost     Appreciation     Depreciation     (Depreciation)  
ETFMG Alternative Harvest ETF   $ 1,195,995,311     $ 1,117,097     $ (723,732,266 )   $ (722,615,169 )
ETFMG U.S. Alternative Harvest ETF     103,190,345       4,417       (7,411,655 )     (7,407,238 )
ETFMG 2x Daily Alternative Harvest ETF     238,799                    
ETFMG 2x Daily Inverse Alternative Harvest ETF     4,971                    

 

47

   

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (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, 2022, 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 Alternative Harvest ETF   $ 1,579,488     $     $ 1,579,488     $ (1,085,293,999 )   $ (1,806,329,680 )
ETFMG U.S. Alternative Harvest ETF                       (21,665,648 )     (29,072,886 )
ETFMG 2x Daily Alternative Harvest ETF                       (353,431 )     (353,431 )
ETFMG 2x Daily Inverse Alternative Harvest ETF     727,375             727,375             727,375  

 

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, 2022, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss     Capital Loss        
    Carryforward     Carryforward        
    ST     LT     Expires  
ETFMG Alternative Harvest ETF   $ (378,499,662 )   $ (706,791,957 )   Indefinite  
ETFMG U.S. Alternative Harvest ETF     (778,444 )     (43,673 )   Indefinite  
ETFMG 2x Daily Alternative Harvest ETF     (353,431 )         Indefinite  
ETFMG 2x Daily Inverse Alternative Harvest 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, 2022.

  

    Late Year
Ordinary
Loss
    Post-
October 
Capital
Loss
 
ETFMG Alternative Harvest ETF   $     $  
ETFMG U.S. Alternative Harvest ETF     (20,843,531 )      
ETFMG 2x Daily Alternative Harvest ETF            
ETFMG 2x Daily Inverse Alternative Harvest ETF            

 

48

  

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total        
    Distributable     Paid-In  
    Earnings/(Loss)     Capital  
ETFMG Alternative Harvest ETF   $ 37,694,645     $ (37,694,645 )
ETFMG U.S. Alternative Harvest ETF     985,731       (985,731 )
ETFMG 2x Daily Alternative Harvest ETF     1,359,693       (1,359,693 )
ETFMG 2x Daily Inverse Alternative Harvest ETF            

 

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

 

    Year Ended     Year Ended  
    September 30, 2022     September 30, 2021  
    From     From     From     From  
    Ordinary     Capital     Ordinary     Capital  
    Income     Gains     Income     Gains  
ETFMG Alternative Harvest ETF   $ 12,808,889           $ 17,257,000        
ETFMG U.S. Alternative Harvest ETF                        
ETFMG 2x Daily Alternative Harvest ETF                        
ETFMG 2x Daily Inverse Alternative Harvest ETF     260,823                    

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Alternative Harvest ETF 

ETFMG Alternative Harvest ETF owned the following companies during the year ended September 30, 2022. ETFMG Sit Ultra Short ETF and ETFMG U.S. Alternative Harvest ETF are deemed to be affiliates of the Fund as defined by the 1940 Act as of the year ended September 30, 2022. Transactions during the year in these securities were as follows:

 

                            Change in                    
    Value at                       Unrealized           Value at        
    September 30,                 Realized Gain     Appreciation     Dividend     September 30,     Ending  
Security Name   2021     Purchases     Sales     (Loss)(1)     (Depreciation)     Income     2022     Shares  
22nd Century Group, Inc.   $ 38,141,530     $ 3,371,991     $ (25,246,294 )   $ (15,752,872 )   $ 964,780     $     $ 1,479,135     $ 1,595,099  
Aurora Cannabis, Inc.     77,960,284       13,895,308       (17,045,361 )     (16,521,175 )     (45,573,396 )           12,715,660       10,422,672  
Clever Leaves Holdings, Inc.     17,915,605       583,293       (6,750,116 )     (21,402,040 )     9,653,258                    
Corbus Pharmaceuticals Holdings, Inc.     14,383,541       1,436,175       (3,696,098 )     (17,455,042 )     6,108,627             777,203       4,710,319  
ETFMG Sit Ultra Short ETF *     85,827,375             (54,812,979 )     (1,156,822 )     (1,012,574 )           28,845,000       600,000  
ETFMG U.S. Alternative Harvest ETF *           110,022,468       (169,972 )     1,422       (26,022,471 )           83,831,447       38,873,845  
Organigram Holdings, Inc.     60,578,493       8,383,296       (31,922,653 )     (13,755,232 )     (11,550,651 )           11,733,253       13,461,740  
Village Farms International, Inc.     36,150,781       3,088,376       (15,751,353 )     (20,103,758 )     (1,548,381 )           1,835,665       961,081  
Zynerba Pharmaceuticals, Inc.     18,879,935       2,330,079       (5,560,165 )     (9,716,318 )     (4,279,965 )           1,653,566       2,258,970  
Total   $ 349,837,544     $ 143,110,986     $ (160,954,991 )   $ (115,861,837 )   $ (73,260,773 )   $     $ 142,870,929     $ 72,883,726  

 

*Affiliate as of September 30, 2022. 


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

 

NOTE 10 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

49

  

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

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. The Board of Trustees of the Trust approved a Plan of Liquidation for the ETFMG 2x Daily Inverse Alternative Harvest ETF effective November 23, 2022. The Plan of Liquidation authorizes the termination, liquidation and dissolution of the Fund.

 

Other than as disclosed, there were no other subsequent events requiring recognition or disclosure through the date the financial statements were issued.

 

50

  

ETFMG TM ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders 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:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments of ETFMG Alternative Harvest ETF and the schedules of investments and total return swaps of ETFMG U.S. Alternative Harvest ETF, ETFMG 2x Daily Alternative Harvest ETF and ETFMG 2x Daily Inverse Alternative Harvest ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust), as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended of ETFMG Alternative Harvest ETF, ETFMG U.S. Alternative Harvest ETF and ETFMG 2x Daily Alternative Harvest ETF and the statement of changes in net assets for the period ended of ETFMG 2x Daily Inverse Alternative Harvest ETF, the financial highlights for each of the periods indicated therein and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2022, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended of ETFMG Alternative Harvest ETF, ETFMG U.S. Alternative Harvest ETF and ETFMG 2x Daily Alternative Harvest ETF and the statement of changes in net assets for the period ended of ETFMG 2x Daily Inverse Alternative Harvest ETF, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor for one or more series of the Trust since 2013.

 

New York, New York 

November 29, 2022

 

51

  

ETFMG TM ETFs

 

EXPENSE EXAMPLE 

September 30, 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

April 1,

2022

   

Ending

Account

Value

September 30,
2022

   

Expenses

Paid

During the

Period^

   

Annualized

Expense
Ratio During
the Period
April 1, 2022
to
September 30,

2022

 
ETFMG Alternative Harvest ETF                        
Actual   $ 1,000.00     $ 455.30     $ 2.74       0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80       0.75 %
ETFMG U.S. Alternative Harvest ETF                                
Actual     1,000.00       438.60       2.70       0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80       0.75 %
ETFMG 2x Daily Alternative Harvest ETF                                
Actual     1,000.00       182.60       2.82       0.95 %
Hypothetical (5% annual)     1,000.00       1,020.31       4.81       0.95 %
ETFMG 2x Daily Inverse Alternative Harvest ETF                                
Actual     1,000.00       2,483.80       8.30       0.95 %
Hypothetical (5% annual)     1,000.00       1,020.31       4.81       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 183/365 (to reflect the one-half year period).

 

52

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION 

September 30, 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, 2022, 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 66.57%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%
ETFMG 2x Daily Inverse 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, 2022 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Alternative Harvest ETF 44.39%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%
ETFMG 2x Daily Inverse 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%
ETFMG 2x Daily Inverse Alternative Harvest ETF 0.00%

 

53

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION 

September 30, 2022 (Unaudited)(Continued) 

 

 

During the year ended September 30, 2022, 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.

 

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.

 

54

 

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). 17 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 Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)
Kevin Hourihan (1978) Chief Compliance Officer (since 2022) Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015-2019). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

  

55

 

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). 17 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). 17 None

 

56

 

ETFMG TM ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)        The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)        The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)        The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)        The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)        The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)        The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)        The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

57

  

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

 


 




 (graphic)

 

Annual Report 

September 30, 2022

 

BlueStar Israel Technology ETF

Ticker: ITEQ

 

 

 (graphic)

The fund is a series of ETF Managers Trust.

 


BlueStar Israel Technology ETF

 

TABLE OF CONTENTS

September 30, 2022

 

 

  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
Report of Independent Registered Public Accounting Firm 24
Expense Example 25
Supplementary Information 26
Information About Portfolio Holdings 26
Information About Proxy Voting 26
Trustees and Officers Table 27
Privacy Policy 29

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 Exchange Traded Fund (“ITEQ” or the “Fund”). The following information pertains to the fiscal period from October 1, 2021 to September 30, 2022.

 

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”).

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

Over the fiscal-year ending September 30, 2022 the total return for the Fund was -33.52% while the total return for the Index was -33.65%. The difference was primarily attributable to Fund expenses that are not borne by the Index. The best performers in the Fund on the basis of contribution to its return were Elbit Systems Ltd, Tower Semiconductor Ltd, Amdocs Ltd, Ormat Technologies Inc and Sentinelone Inc -Class A, while the worst performers were Kornit Digital Ltd, Wix.Com Ltd, Fiverr International Ltd, Nice Ltd - Spon Adr, Varonis Systems Inc.

 

During the reporting period, the Fund saw an average approximate allocation of 71.49% to the Information Technology sector, 8.2% to Health Care and 5.97% to Industrials. The portfolio holdings of the Fund were exposed predominately to Israel at 52.86% and the United States at 44.78%, followed by the United Kingdom 0.41%.

 

We continue to believe that Israeli companies play an essential role in the global high technology value chain. Most technology users, from online shoppers to Fortune 500 companies, use Israeli technology applications and solutions every day without ever being aware of it. From cybersecurity and defense to clean energy and agriculture, Israeli innovations power some of the biggest names in the tech industry today.

 

Even in industries where Israeli companies do not have dominant individual market share, the collective footprint of Israeli companies remains significant in many key technology subsectors, and Israel-based Research & Development and non-public companies continue to be 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,  
   
(graphic)  
Samuel Masucci III  
Chairman of the Board  

 

2

BlueStar Israel Technology ETF

Growth of $10,000 (Unaudited)

(graphic)

 

Average Annual Returns
Year Ended September 30, 2022
  1 Year
Return
    5 Year
Return
    Since
Inception
(11/2/2015)
    Value of
$10,000
(9/30/2022)
 
BlueStar Israel Technology ETF (NAV)     -33.52 %     7.30 %     8.80 %   $ 17,918  
BlueStar Israel Technology ETF (Market)     -33.65 %     7.10 %     8.73 %   $ 17,837  
S&P 500 Index     -15.47 %     9.24 %     10.07 %   $ 19,409  
BlueStar Israel Global Technology IndexTM     -33.65 %     7.98 %     9.53 %   $ 18,759  

 

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 September 30, 2022 (Unaudited)*

 

Security  
% of Total
Investments
1 Nice, Ltd.   6.31%
2 Amdocs, Ltd.   6.10%
3 Check Point Software Technologies, Ltd.   5.98%
4 SolarEdge Technologies, Inc.   5.66%
5 CyberArk Software, Ltd.   4.75%
6 SentinelOne, Inc. - Class A   3.40%
7 Tower Semiconductor, Ltd.   3.39%
8 Elbit Systems, Ltd.   3.34%
9 Wix.com, Ltd.   2.68%
10 Novocure, Ltd.   2.64%

 

     Top Ten Holdings = 44.25% 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 September 30, 2022 (Unaudited)

 

 

    BlueStar
Israel
Technology
ETF
 
As a percent of Net Assets:      
Cayman Islands     0.6 %
Gibraltar     0.4  
Guernsey     7.5  
Israel     64.3  
Jersey     3.2  
United States     22.3  
Short-Term and other Net Assets (Liabilities)     1.7  
      100.0 %

 

6

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

September 30, 2022

 

 

    Shares     Value  
COMMON STOCKS - 98.3%                
Cayman Islands - 0.6%                
Software - 0.6% (d)                
Sapiens International Corp. NV (b)     34,160     $ 655,189  
                 
Gibraltar - 0.4%                
Hotels, Restaurants & Leisure - 0.4%                
888 Holdings PLC (a)     462,376       483,223  
                 
Guernsey - 7.5%                
IT Services - 7.5%                
Amdocs, Ltd.     109,117       8,669,346  
                 
Israel - 64.3%                
Aerospace & Defense - 4.6%                
Elbit Systems, Ltd. (b)     24,985       4,751,398  
RADA Electronic Industries, Ltd. (a)     66,115       636,687  
Total Aerospace & Defense             5,388,085  
Auto Components - 0.2%                
REE Automotive, Ltd. (a)     287,959       196,215  
Biotechnology - 0.2%                
Kamada, Ltd. (a)     47,003       208,507  
Communications Equipment - 3.0%                
AudioCodes, Ltd.     35,722       779,097  
Ceragon Networks, Ltd. (a)     209,728       385,900  
Gilat Satellite Networks, Ltd. (a)     85,563       456,051  
Ituran Location and Control, Ltd.     18,009       420,330  
Radware, Ltd. (a)     47,610       1,037,421  
Silicom, Ltd. (a)     12,054       425,988  
Total Communications Equipment             3,504,787  
Diversified Financial Services - 1.7%                
Plus500, Ltd.     110,540       2,032,775  
Electronic Equipment, Instruments & Components - 1.0%                
Arbe Robotics, Ltd. (a)(b)     35,746       214,476  
Innoviz Technologies, Ltd. (a)(b)     175,681       915,298  
Total Electronic Equipment, Instruments & Components             1,129,774  
Health Care Equipment & Supplies - 4.0%                
Alpha Tau Medical, Ltd. (a)(b)     96,060       560,990  
Inmode, Ltd. (a)(b)     96,056       2,796,190  
Nano-X Imaging, Ltd. - ADR (a)(b)     77,229       885,817  
Sisram Medical, Ltd. (e)     377,671       293,009  
Total Health Care Equipment & Supplies             4,536,006  
Household Durables - 0.6%                
Maytronics, Ltd.     55,799       692,046  

 

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

 

7

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

September 30, 2022 (Continued)

 

 

    Shares     Value  
Independent Power and Renewable Electricity Producers - 2.6%                
Energix-Renewable Energies, Ltd.     293,981     $ 1,152,430  
Enlight Renewable Energy, Ltd. (a)     665,079       1,412,308  
OY Nofar Energy, Ltd. (a)     16,812       501,119  
Total Independent Power and Renewable Electricity Producers             3,065,857  
Interactive Media & Services - 0.4%                
Taboola.com, Ltd. (a)     252,495       457,016  
Internet & Direct Marketing Retail - 1.1%                
Fiverr International, Ltd. (a)(b)     42,410       1,297,321  
IT Services - 5.0%                
Formula Systems 1985, Ltd.     7,498       610,352  
Matrix IT, Ltd.     36,342       824,414  
One Software Technologies, Ltd.     40,737       616,838  
Wix.com, Ltd. (a)     48,695       3,809,410  
Total IT Services             5,861,014  
Life Sciences Tools & Services - 0.1%                
Compugen, Ltd. (a)     200,430       131,683  
Machinery - 1.4%                
Kornit Digital, Ltd. (a)     59,536       1,584,253  
Media - 1.2%                
Perion Network, Ltd. (a)     63,635       1,227,520  
Tremor International, Ltd. (a)     62,771       217,969  
Total Media             1,445,489  
Semiconductors & Semiconductor Equipment - 7.1%                
Camtek, Ltd. (a)(b)     39,073       905,321  
Nova, Ltd. (a)(b)     30,350       2,588,855  
Tower Semiconductor, Ltd. (a)     109,445       4,809,013  
Total Semiconductors & Semiconductor Equipment             8,303,189  
Software - 28.5% (d)                
Cellebrite DI, Ltd. (a)(b)     80,512       315,607  
Check Point Software Technologies, Ltd. (a)     75,802       8,491,340  
Cognyte Software, Ltd. (a)     90,728       366,541  
CyberArk Software, Ltd. (a)     45,019       6,750,149  
Hilan, Ltd.     14,353       768,713  
ironSource, Ltd. (a)     681,703       2,345,058  
Jfrog, Ltd. (a)(b)     79,333       1,754,053  
Magic Software Enterprises, Ltd.     24,933       386,623  
Monday.com, Ltd. (a)     18,314       2,075,709  
Nice, Ltd. - ADR (a)(b)     47,587       8,957,778  
Riskified, Ltd. (a)     96,011       378,283  
SimilarWeb, Ltd. (a)     50,300       294,758  
WalkMe, Ltd. (a)(b)     45,995       390,958  
Total Software             33,275,570  
Technology Hardware, Storage & Peripherals - 1.6%                
Nano Dimension, Ltd. - ADR (a)     330,096       788,929  
Stratasys, Ltd. (a)     70,543       1,016,525  
Total Technology Hardware, Storage & Peripherals             1,805,454  
Total Israel             74,915,041  

 

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

 

8

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

September 30, 2022 (Continued)

 

  

    Shares     Value  
Jersey - 3.2%            
Health Care Equipment & Supplies - 3.2%                
Novocure, Ltd. (a)(b)     49,367     $ 3,750,904  
                 
United States - 22.3%                
Biotechnology - 0.3%                
Lineage Cell Therapeutics, Inc. (a)     329,826       372,703  
Pluri, Inc. (a)     1       1  
Total Biotechnology             372,704  
Electronic Equipment, Instruments & Components - 0.5%                
Vishay Precision Group, Inc. (a)     19,188       567,773  
Entertainment - 0.7%                
Playtika Holding Corp. (a)(b)     87,844       824,855  
Independent Power & Renewable Energy - 2.8%                
Ormat Technologies, Inc.     36,854       3,188,071  
Insurance - 1.0%                
Lemonade, Inc. (a)(b)     54,999       1,164,879  
IT Services - 1.1%                
Payoneer Global, Inc. (a)     214,617       1,298,433  
Pharmaceuticals - 0.5%                
Oramed Pharmaceuticals, Inc. (a)(b)     94,493       612,315  
Semiconductors & Semiconductor Equipment - 7.5%                
CEVA, Inc. (a)(b)     26,165       686,308  
SolarEdge Technologies, Inc. (a)(b)     34,755       8,044,393  
Total Semiconductors & Semiconductor Equipment             8,730,701  
Software - 7.9% (d)                
LivePerson, Inc. (a)     58,065       546,972  
SentinelOne, Inc. - Class A (a)     189,179       4,835,415  
Varonis Systems, Inc. (a)     89,002       2,360,333  
Verint Systems, Inc. (a)     44,604       1,497,802  
Total Software             9,240,522  
Total United States             26,000,253  
TOTAL COMMON STOCKS (Cost $152,149,625)             114,473,956  

 

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

 

9

 

BlueStar Israel Technology ETF

 

Schedule of Investments 

September 30, 2022 (Continued)

 

 

    Shares     Value  
INVESTMENTS PURCHASED WITH PROCEEDS FROM                
SECURITIES LENDING COLLATERAL - 22.7%                
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     26,398,104     $ 26,398,104  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost  $26,398,104)             26,398,104  
                 
SHORT-TERM INVESTMENTS - 1.0%                
Money Market Funds - 1.0%                
First American Government Obligations Fund - Class X, 2.77%  (c)     1,188,096       1,188,096  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,188,096)             1,188,096  
                 
Total Investments (Cost $179,735,825) - 122.0%             142,060,156  
Liabilities in Excess of Other Assets - (22.0)%             (25,617,296 )
TOTAL NET ASSETS - 100.0%           $ 116,442,860  

  

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 September 30, 2022.

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

(d) As of September 30, 2022 the Fund had a significant portion of its assets in the Software Industry.

(e) 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 institutional investors. At September 30, 2022, the market value of these securities total $293,009, which represents 0.3% 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.

10

BlueStar Israel Technology ETF

 

STATEMENT OF ASSETS AND LIABILITIES

As of September 30, 2022

 

 

    BlueStar
Israel
Technology
ETF
 
ASSETS        
Investments in securities, at value*   $ 142,060,156  
Foreign currency*     5,586  
Receivables:        
Receivable for investments sold     673,842  
Dividends and interest receivable     105,847  
Securities lending income receivable     72,358  
Total Assets   $ 142,917,789  
         
LIABILITIES        
Collateral received for securities loaned (Note 7)     26,398,104  
Payables:        
Unitary fees payable     76,825  
Total Liabilities     26,474,929  
Net Assets   $ 116,442,860  
         
NET ASSETS CONSIST OF:        
Paid-in capital   $ 175,303,879  
Total distributable earnings (accumulated losses)     (58,861,019 )
Net Assets   $ 116,442,860  
         
*Identified Cost:        
Investments in securities   $ 179,735,825  
Foreign currency     5,967  
         
Shares Outstanding^     2,650,000  
Net Asset Value, Offering and Redemption Price per Share   $ 43.94  

 

^ 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 Year Ended September 30, 2022

 

 

    BlueStar
Israel
Technology
ETF
 
INVESTMENT INCOME      
Income:      
Dividends from securities (net of foreign withholdings tax and issuance fees of $105,608)     499,782  
Interest     4,840  
Securities lending income     449,799  
Total Investment Income     954,421  
Expenses:        
Unitary Fees     1,095,603  
Miscellaneous Expense     3,240  
Total Expenses     1,098,843  
Net Investment Loss     (144,422 )
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Unaffiliated investments     (13,052,651 )
In-Kind redemptions     21,879,069  
Foreign currency and foreign currency translation     (23,005 )
Net Realized Gain on Investments and In-Kind Redemptions     8,803,413  
Net Change in Unrealized Appreciation/Depreciation of:        
Unaffiliated investments     (69,063,055 )
Foreign currency and foreign currency translation     (400 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (69,063,455 )
Net Realized and Unrealized Loss on Investments     (60,260,042 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (60,404,464 )

 

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

 

12

BlueStar Israel Technology ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
OPERATIONS            
Net investment loss   $ (144,422 )   $ (40,497 )
Net realized gain on investments and in-kind redemptions     8,803,413       26,468,417  
Net change in unrealized appreciation/depreciation of investments     (69,063,455 )     (4,592,205 )
Net increase (decrease) in net assets resulting from operations     (60,404,464 )     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     (14,825,280 )     43,145,340  
Net increase (decrease) in net assets     (75,229,744 )     63,870,555  
                 
NET ASSETS                
Beginning of Year     191,672,604       127,802,049  
End of Year   $ 116,442,860     $ 191,672,604  

 

Summary of share transactions is as follows:

 

      Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
      Shares     Amount     Shares     Amount  
Shares Sold       700,000     $ 42,311,335       1,500,000     $ 103,500,515  
Shares Redeemed       (950,000 )     (57,136,615 )     (900,000 )     (60,355,175 )
Net Transactions in Fund Shares       (250,000 )   $ (14,825,280 )     600,000     $ 43,145,340  
                                   
Beginning Shares       2,900,000               2,300,000          
Ending Shares       2,650,000               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 the year

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
 
Net Asset Value,                                        
Beginning of Year   $ 66.09     $ 55.57     $ 39.92     $ 36.03     $ 31.38  
Income (Loss) from                                        
Investment Operations:                                        
Net investment income  (loss) 1     (0.05 )     (0.01 )     (0.06 )     (0.04 )     0.04  
Net realized and unrealized                                        
gain (loss) on investments     (22.10 )     10.97       15.71       4.03       4.78  
Total from investment operations     (22.15 )     10.96       15.65       3.99       4.82  
Less Distributions:                                        
Distributions from net  investment income           (0.44 )           (0.09 )     (0.17 )
Return of Capital                       (0.01 )      
Total Distributions           (0.44 )           (0.10 )     (0.17 )
Net Asset Value, end of  year   $ 43.94     $ 66.09     $ 55.57     $ 39.92     $ 36.03  
Total Return     (33.52 )%     19.76 %     39.20 %     11.17 %     15.41 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 116,443     $ 191,673     $ 127,802     $ 73,847     $ 61,243  
Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Net Investment Income  (Loss) to Average Net  Assets     (0.10 )%     (0.02 )%     (0.12 )%     (0.12 )%     0.12 %
Portfolio Turnover Rate     25 %     21 %     19 %     24 %     11 %

 


1 Calculated based on average shares outstanding during the year.

 

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

 

14

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022

 

 

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 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.

 

15

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the Fund did not hold any securities fair valued by the Adviser.

 

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.

 

16

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

The following is a summary of the inputs used to value the Fund’s net assets as of September 30, 2022:

 

BlueStar Israel Technology ETF                

 

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 114,473,956     $     $     $ 114,473,956  
Short-Term Investments     1,188,096                   1,188,096  
Investments Purchased with Securities                                
Lending Collateral*                       26,398,104  
Total Investments in Securities   $ 115,662,052     $     $     $ 142,060,156  

 

^ 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 2022 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 September 30, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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.

 

17

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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 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

September 30, 2022 (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.

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Fund.

 

A complete description of the principal risks is included in the Fund’s prospectus under the heading “Principal Investment Risks.”

 

19

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

The Adviser 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 Adviser, the Adviser 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 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. 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 to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

The Adviser 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 Adviser 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 Adviser compensates the Administrator for these services under an administration agreement between the two parties.

 

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 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 year ended September 30, 2022, the Fund did not incur any 12b-1 expenses.

 

20

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

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 year ended September 30, 2022:

 

    Purchases     Sales  
BlueStar Israel Technology ETF   $ 36,374,124     $ 39,957,634  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the year ended September 30, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
BlueStar Israel Technology ETF   $ 40,140,600     $ 52,748,591  

 

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 year ended September 30, 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 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 Adviser; 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 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.

 

21

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

As of September 30, 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*
BlueStar Israel Technology ETF   $ 25,471,147     $ 26,398,104  

 

* 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, 2022, the Fund’s most recent fiscal year end, were as follows:

 

    Cost   Gross
Unrealized
Appreciation
  Gross
Unrealized
Depreciation
  Net
Unrealized
Appreciation
(Depreciation)
BlueStar Israel Technology ETF   $ 186,363,170     $ 10,069,196     $ (54,372,210 )   $ (44,303,014 )

 

    Undistributed
Ordinary
Income
 

Undistributed

Long-Term

Gain

 

Total 

Distributable 

Earnings

  Other
Accumulated
(Loss)
    Total
Accumulated
Gain
BlueStar Israel                              
Technology ETF   $     $     $     $ (14,558,005 )   $ (58,861,019 )

 

As of September 30, 2022, the Fund’s most recent fiscal year end, the Fund had accumulated capital loss carryovers of:

 

    Capital Loss
Carryover
ST
  Capital Loss
Carryover
LT
  Expires
BlueStar Israel Technology ETF   $ (8,423,196 )   $ (6,134,402 )     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, 2022, the Fund’s most recent fiscal year end, as follows:

 

  Later Year
Ordinary Loss
  Post-October Loss
BlueStar Israel Technology ETF  None   None

 

22

 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total
Distributable
Earnings/(Loss)
  Paid-In
Capital
BlueStar Israel Technology ETF   $ (20,082,738 )   $ 20,082,738  

 

The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2022 and September 30, 2021 are as follows:

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    From
Ordinary
Income
    From
Capital
Gains
    From
Ordinary
Income
    From
Return
of
Capital
 
BlueStar Israel Technology ETF   $     $     $ 993,321     $ 117,179  

 

NOTE 9 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements.

  

23

 

BlueStar Israel Technology ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders of BlueStar Israel Technology ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlueStar Israel Technology ETF (the “Fund”) (a series of ETF Managers Trust) as of September 30, 2022, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the periods indicated therein, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2022, and the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York 

November 29, 2022

 

24

 

BlueStar Israel Technology ETF

 

EXPENSE EXAMPLE 

Six Months Ended September 30, 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 (April 1, 2022 to September 30, 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 

      Beginning
Account
Value
April 1,
2022
    Ending
Account
Value
September 30,
2022
    Expenses
Paid
During
The Period^
    Annualized
Expense
Ratio
During
Period
April 1, 2022
to
September 30,
2022
 
Actual     $ 1,000.00     $ 784.60     $ 3.36       0.75 %
Hypothetical                                  
(5% annual)     $ 1,000.00     $ 1,021.31     $ 3.80       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 183/365 (to reflect the one-half year period).

  

25

 

BlueStar Israel Technology ETF

 

SUPPLEMENTARY INFORMATION 

September 30, 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, 2022, 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 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, 2022 was as follows:

Fund Name Dividends Received Deduction
Bluestar Israel Technology 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 the Fund was as follows:

Fund Name Short-Term Capital Gain
Bluestar Israel Technology 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 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.

  

26

 

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). 17 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 Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)
Kevin Hourihan (1978) Chief Compliance Officer (since 2022) Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015-2019). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

27

 

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). 17 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). 17 None

 

28

 

BlueStar Israel Technology ETF

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1) The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2) The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)   The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)    The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1) The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2) The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

  

29

 

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

 







 

 

Annual Report

 

September 30, 2022

 

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 

September 30, 2022 

 

  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
   
Report of Independent Registered Public Accounting Firm 29
   
Expense Example 30
   
Supplementary Information 31
   
Information About Portfolio Holdings 31
   
Information About Proxy Voting 32
   
Trustees and Officers Table 33
   
Privacy Policy 35

 

1

 

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 September 30, 2022.

 

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”).

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets

 

For the fiscal-year ended September 30, 2022, the total return for the Fund was -21.58% while the total return for the Index was -22.08%. The best performers in the Fund on the basis of contribution to its return were Enphase Energy Inc, H&R Block Inc, First Solar Inc, Vertex Pharmaceuticals Inc and First Horizon Corp while the worst performers Romeo Power Inc, Beyond Meat Inc, Align Technology Inc, Xl Fleet Corp, and Teladoc Health Inc.

 

During the reporting period, the Fund saw an average approximate allocation of 23.61% to the Information Technology sector, 20.69% to Industrials and 15.21% to Consumer Discretionary. The Fund invests in 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 roughly 265 equities equally weighted (at the time of rebalance) and results in a carbon emissions profile that is, on average, 60-80% lower per dollar invested than conventional U.S. benchmark indices. ETHO avoids investment in any direct fossil fuel companies, as well as enablers of that industry, along with a series of other unsustainable industries such as Tobacco/Weapons/Gambling, etc. Equal weighting of the Fund 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

Year Ended September 30, 2022

  1 Year
Return
  5 Year
Return
  Since
Inception
(11/18/2015)
    Value of
$10,000

 (9/30/2022)
Etho Climate Leadership U.S. ETF (NAV)   -21.58%   8.53%   10.30%   $ 19,613
Etho Climate Leadership U.S. ETF (Market)   -21.66%   8.51%   10.30%   $ 19,614
S&P 500 Index   -15.47%   9.24%   10.26%   $ 19,564
Etho Climate Leadership Index - U.S.   -22.08%   8.07%   9.76%   $ 18,960

 

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 September 30, 2022 (Unaudited)*
    Security   % of Total
Investments
1   H&R Block, Inc.   0.63%
2   First Solar, Inc.   0.61%
3   Array Technologies, Inc.   0.57%
4   Enphase Energy, Inc.   0.53%
5   Lamb Weston Holdings, Inc.   0.50%
6   Shoals Technologies Group, Inc. - Class A   0.49%
7   Amalgamated Financial Corp.   0.49%
8   Alnylam Pharmaceuticals, Inc.   0.47%
9   Stem, Inc.   0.47%
10   Genuine Parts Co.   0.46%
    Top Ten Holdings 5.22% 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 September 30, 2022 (Unaudited) 

 

 

 

    Etho Climate
Leadership
U.S.
ETF
 
As a percent of Net Assets:      
Bermuda     0.4 %
Canada     0.4  
Ireland     0.3  
United States     98.4  
Short-Term and other Net Assets (Liabilities)     0.5  
      100.0 %

  

6

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022

 

 

 

    Shares     Value  
             
COMMON STOCKS - 99.5%                
Bermuda - 0.4%                
Chemicals - 0.4%                
Axalta Coating Systems, Ltd. (a)     27,875     $ 587,048  
                 
Canada - 0.4%                
Commercial Services & Supplies - 0.4%                
Waste Connections, Inc.     4,916       664,299  
                 
Ireland - 0.3%                
Health Care Equipment & Supplies - 0.3%                
STERIS PLC     2,838       471,903  
                 
United States - 98.4%                
Air Freight & Logistics - 0.4%                
United Parcel Service, Inc. - Class B (b)     3,230       521,774  
Auto Components - 0.8%                
Gentex Corp.     23,561       561,695  
QuantumScape Corp. (a)(b)     34,276       288,261  
XL Fleet Corp. (a)(b)     344,317       306,442  
Total Auto Components             1,156,398  
Automobiles - 0.4%                
Arcimoto, Inc. (a)(b)     103,659       143,049  
Tesla, Inc. (a)     1,907       505,832  
Total Automobiles             648,881  
Banks - 3.9%                
Amalgamated Financial Corp.     38,350       864,792  
Bank of Hawaii Corp.     8,216       625,402  
Commerce Bancshares, Inc. (b)     9,596       634,871  
Cullen/Frost Bankers, Inc. (b)     4,971       657,266  
First Horizon Corp.     29,304       671,061  
South State Corp.     8,472       670,305  
SVB Financial Group (a)     1,225       411,331  
Truist Financial Corp. (b)     12,259       533,757  
Washington Federal, Inc.     21,089       632,248  
Total Banks             5,701,033  
Biotechnology - 1.5%                
Agios Pharmaceuticals, Inc. (a)(b)     23,537       665,626  
Alnylam Pharmaceuticals, Inc. (a)     4,196       839,872  
Vertex Pharmaceuticals, Inc. (a)     2,626       760,332  
Total Biotechnology             2,265,830  
Building Products - 2.7%                
A.O. Smith Corp.     10,792       524,275  
Advanced Drainage Systems, Inc.     5,771       717,740  
Apogee Enterprises, Inc.     14,548       556,025  
Armstrong World Industries, Inc.     7,640       605,317  

 

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

 

7

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
             
Fortune Brands Home & Security, Inc.     9,251     $ 496,686  
Lennox International, Inc.     2,666       593,638  
Trex Co., Inc. (a)     10,487       460,799  
Total Building Products             3,954,480  
Capital Markets - 3.3%                
Affiliated Managers Group, Inc.     4,861       543,703  
Ares Management Corp. - Class A     8,496       526,327  
Charles Schwab Corp.     8,162       586,603  
Franklin Resources, Inc. (b)     24,744       532,491  
Interactive Brokers Group, Inc. - Class A     10,407       665,111  
MarketAxess Holdings, Inc.     2,021       449,652  
MSCI, Inc.     1,367       576,587  
Northern Trust Corp.     5,910       505,660  
T. Rowe Price Group, Inc.     4,567       479,581  
Total Capital Markets             4,865,715  
Commercial Services & Supplies - 2.9%                
Cintas Corp.     1,616       627,315  
Copart, Inc. (a)     5,461       581,050  
MillerKnoll, Inc.     19,917       310,705  
Pitney Bowes, Inc.     134,108       312,472  
Republic Services, Inc.     5,184       705,232  
Rollins, Inc.     19,753       685,034  
Steelcase, Inc. - Class A (b)     57,886       377,417  
Waste Management, Inc.     4,335       694,510  
Total Commercial Services & Supplies             4,293,735  
Communications Equipment - 2.1%                
Arista Networks, Inc. (a)     4,930       556,548  
Ciena Corp. (a)     11,301       456,899  
Cisco Systems, Inc.     12,365       494,600  
F5 Networks, Inc. (a)     3,279       474,570  
Juniper Networks, Inc.     18,526       483,899  
Motorola Solutions, Inc.     2,836       635,179  
Total Communications Equipment             3,101,695  
Construction & Engineering - 0.9%                
Ameresco, Inc. - Class A (a)     8,618       572,925  
Infrastructure and Energy Alternatives, Inc. (a)(b)     57,822       782,910  
Total Construction & Engineering             1,355,835  
Construction Materials - 0.4%                
Vulcan Materials Co.     3,742       590,151  
Consumer Finance - 1.0%                
Ally Financial, Inc.     15,941       443,638  
American Express Co.     3,673       495,524  
Discover Financial Services     6,243       567,614  
Total Consumer Finance             1,506,776  
Containers & Packaging - 1.1%                
AptarGroup, Inc.     5,859       556,781  
Avery Dennison Corp.     3,950       642,664  
Packaging Corp. of America (b)     4,416       495,873  
Total Containers & Packaging             1,695,318  

 

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

 

8

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Distributors - 1.0%            
Genuine Parts Co.     5,462     $ 815,586  
LKQ Corp.     15,188       716,114  
Total Distributors             1,531,700  
Diversified Consumer Services - 1.2%                
H&R Block, Inc. (b)     26,452       1,125,268  
Service Corp. International     10,438       602,690  
Total Diversified Consumer Services             1,727,958  
Diversified Financial Services - 0.8%                
Cannae Holdings, Inc. (a)     28,645       591,806  
Voya Financial, Inc. (b)     10,349       626,114  
Total Diversified Financial Services             1,217,920  
Diversified Telecommunication Services - 0.8%                
ATN International, Inc.     17,226       664,407  
Verizon Communications, Inc.     13,569       515,215  
Total Diversified Telecommunication Services             1,179,622  
Electrical Equipment - 4.7%                
Array Technologies, Inc. (a)(b)     60,797       1,008,015  
Blink Charging Co. (a)(b)     25,895       458,859  
ChargePoint Holdings, Inc. (a)(b)     34,466       508,718  
Eos Energy Enterprises, Inc. (a)(b)     163,921       273,748  
FuelCell Energy, Inc. (a)(b)     118,956       405,640  
Plug Power, Inc. (a)(b)     23,949       503,168  
Rockwell Automation, Inc.     2,463       529,816  
Romeo Power, Inc. (a)     459,860       183,944  
Shoals Technologies Group, Inc. - Class A (a)     40,211       866,547  
Stem, Inc. (a)     62,233       830,188  
SunPower Corp. (a)(b)     31,899       734,953  
Sunrun, Inc. (a)(b)     22,561       622,458  
Total Electrical Equipment             6,926,054  
Electronic Equipment, Instruments & Components - 3.5%                
Badger Meter, Inc.     6,884       636,013  
CDW Corp.     3,838       599,035  
IPG Photonics Corp. (a)(b)     6,242       526,513  
Itron, Inc. (a)     13,006       547,683  
Keysight Technologies, Inc. (a)     4,337       682,469  
Littelfuse, Inc.     2,750       546,398  
National Instruments Corp.     17,061       643,882  
Trimble, Inc. (a)     9,498       515,456  
Zebra Technologies Corp. - Class A (a)     1,655       433,627  
Total Electronic Equipment, Instruments & Components             5,131,076  
Entertainment - 1.3%                
Liberty Media Corp-Liberty Formula One - Class C (a)(b)     9,811       573,943  
Live Nation Entertainment, Inc. (a)(b)     5,824       442,857  
Netflix, Inc. (a)(b)     1,829       430,620  
Walt Disney Co. (a)     4,996       471,273  
Total Entertainment             1,918,693  

 

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

 

9

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Food & Staples Retailing - 0.7%                
PriceSmart, Inc.     8,728     $ 502,646  
Sysco Corp.     8,425       595,731  
Total Food & Staples Retailing             1,098,377  
Food Products - 1.3%                
Beyond Meat, Inc. (a)(b)     14,183       200,973  
Hain Celestial Group, Inc. (a)     19,918       336,216  
Lamb Weston Holdings, Inc.     11,490       889,097  
McCormick & Co., Inc.     6,887       490,836  
Total Food Products             1,917,122  
Health Care Equipment & Supplies - 2.4%                
ABIOMED, Inc. (a)     2,068       508,024  
Align Technology, Inc. (a)     1,571       325,370  
Cooper Cos.     1,640       432,796  
DexCom, Inc. (a)     5,357       431,453  
Edwards Lifesciences Corp. (a)     5,820       480,907  
IDEXX Laboratories, Inc. (a)     1,252       407,902  
ResMed, Inc.     2,833       618,443  
Teleflex, Inc.     1,934       389,624  
Total Health Care Equipment & Supplies             3,594,519  
Health Care Providers & Services - 2.0%                
AMN Healthcare Services, Inc. (a)     6,567       695,839  
Henry Schein, Inc. (a)     7,858       516,821  
Molina Healthcare, Inc. (a)     2,054       677,491  
Patterson Cos., Inc.     21,406       514,172  
Quest Diagnostics, Inc. (b)     5,023       616,272  
Total Health Care Providers & Services             3,020,595  
Health Care Technology - 0.2%                
Teladoc Health, Inc. (a)(b)     9,499       240,800  
Hotels, Restaurants & Leisure - 1.7%                
Booking Holdings, Inc. (a)     291       478,174  
Chipotle Mexican Grill, Inc. (a)(b)     432       649,192  
Expedia Group, Inc. (a)     3,501       328,009  
Hilton Worldwide Holdings, Inc.     4,519       545,082  
Marriott International, Inc. - Class A     3,909       547,807  
Total Hotels, Restaurants & Leisure             2,548,264  
Household Durables - 1.7%                
DR Horton, Inc.     9,236       622,045  
NVR, Inc. (a)     153       610,023  
Tempur Sealy International, Inc. (b)     24,672       595,582  
TopBuild Corp. (a)     3,777       622,374  
Total Household Durables             2,450,024  
Household Products - 0.3%                
Church & Dwight Co., Inc.     6,922       494,508  

 

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

 

10

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Independent Power and Renewable Electricity Producers  - 1.3%                
Clearway Energy, Inc. - Class A     20,717     $ 602,865  
Ormat Technologies, Inc.     8,390       723,218  
Sunnova Energy International, Inc. (a)(b)     29,713       656,063  
Total Independent Power and Renewable Electricity Producers             1,982,146  
Insurance - 2.7%                
Cincinnati Financial Corp.     5,060       453,224  
Citizens, Inc. (a)(b)     161,602       539,751  
Globe Life, Inc.     6,821       680,054  
Hartford Financial Services Group, Inc.     9,577       593,199  
MBIA, Inc. (a)     44,521       409,593  
MetLife, Inc.     9,854       598,926  
W R Berkley Corp.     10,355       668,726  
Total Insurance             3,943,473  
Interactive Media & Services - 0.6%                
Alphabet, Inc. - Class A (a)     4,926       471,172  
IAC, Inc. (a)     6,832       378,356  
Total Interactive Media & Services             849,528  
Internet & Direct Marketing Retail - 0.6%                
Amazon.com, Inc. (a)     4,203       474,939  
eBay, Inc.     12,004       441,867  
Total Internet & Direct Marketing Retail             916,806  
IT Services - 4.6%                
Akamai Technologies, Inc. (a)     5,738       460,876  
Broadridge Financial Solutions, Inc.     4,414       637,029  
Fidelity National Information Services, Inc.     6,844       517,201  
Fiserv, Inc. (a)     6,757       632,252  
Gartner, Inc. (a)     2,302       636,940  
Global Payments, Inc.     5,014       541,763  
Jack Henry & Associates, Inc. (b)     3,483       634,846  
MasterCard, Inc. - Class A     1,918       545,364  
Paychex, Inc.     5,065       568,344  
PayPal Holdings, Inc. (a)     5,924       509,879  
VeriSign, Inc. (a)     3,080       534,996  
Visa, Inc. - Class A (b)     3,097       550,182  
Total IT Services             6,769,672  
Leisure Products - 0.4%                
Hasbro, Inc.     8,462       570,508  
Life Sciences Tools & Services - 2.7%                
Bio-Rad Laboratories, Inc. - Class A (a)     1,217       507,659  
Bio-Techne Corp.     1,583       449,572  
Danaher Corp.     2,337       603,623  
Illumina, Inc. (a)     1,960       373,948  
IQVIA Holdings, Inc. (a)     2,963       536,718  
Mettler-Toledo International, Inc. (a)     498       539,892  
Waters Corp. (a)     2,207       594,853  
West Pharmaceutical Services, Inc.     1,670       410,954  
Total Life Sciences Tools & Services             4,017,219  

 

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

 

11

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Machinery - 3.5%            
Deere & Co. (b)     1,653     $ 551,920  
Fortive Corp.     11,254       656,108  
Hyliion Holdings Corp. (a)(b)     154,670       443,903  
Hyzon Motors, Inc. (a)     107,228       182,288  
Illinois Tool Works, Inc.     3,287       593,797  
Lightning eMotors, Inc. (a)(b)     120,209       186,324  
Microvast Holdings, Inc. (a)     102,267       185,103  
Proterra, Inc. (a)(b)     91,115       453,753  
Watts Water Technologies, Inc. - Class A     4,916       618,089  
Westinghouse Air Brake Technologies Corp. (b)     7,141       580,920  
Xylem, Inc.     8,056       703,771  
Total Machinery             5,155,976  
Media - 1.6%                
Interpublic Group of Cos., Inc.     19,451       497,946  
John Wiley & Sons, Inc. - Class A     12,986       487,754  
Liberty Broadband Corp. - Class C (a)     5,063       373,649  
New York Times Co. - Class A     14,979       430,646  
TEGNA, Inc.     30,682       634,504  
Total Media             2,424,499  
Oil, Gas & Consumable Fuels - 0.4%                
Enviva, Inc.     8,812       529,249  
Personal Products - 0.4%                
Estee Lauder Cos., Inc. - Class A     2,520       544,068  
Pharmaceuticals - 1.7%                
Bristol-Myers Squibb Co.     9,428       670,237  
Merck & Co., Inc.     8,398       723,235  
Pfizer, Inc.     13,383       585,640  
Zoetis, Inc.     3,641       539,924  
Total Pharmaceuticals             2,519,036  
Professional Services - 1.2%                
Insperity, Inc.     6,848       699,112  
Robert Half International, Inc.     6,021       460,607  
Verisk Analytics, Inc.     3,196       545,014  
Total Professional Services             1,704,733  
Real Estate Investment Trusts (REITs) - 3.7%                
AvalonBay Communities, Inc.     2,774       510,943  
Camden Property Trust     4,142       494,762  
Four Corners Property Trust, Inc.     25,559       618,272  
Gladstone Land Corp.     18,905       342,181  
Hannon Armstrong Sustainable Infrastructure Capital, Inc. (b)     14,547       435,392  
Kimco Realty Corp.     27,910       513,823  
Prologis, Inc.     4,264       433,222  
Public Storage, Inc.     1,813       530,865  
Regency Centers Corp.     9,678       521,161  
SBA Communications Corp.     1,994       567,591  
UDR, Inc.     12,013       501,062  
Total Real Estate Investment Trusts (REITs)             5,469,274  

 

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

 

12

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Road & Rail - 1.6%                
AMERCO (b)     1,148     $ 584,585  
JB Hunt Transport Services, Inc.     3,423       535,426  
Landstar System, Inc.     4,554       657,460  
Old Dominion Freight Line, Inc.     2,295       570,927  
Total Road & Rail             2,348,398  
Semiconductors & Semiconductor Equipment - 6.9%                
Advanced Micro Devices, Inc. (a)     6,266       397,014  
Analog Devices, Inc.     4,162       579,933  
Applied Materials, Inc.     5,207       426,610  
Broadcom, Inc.     1,094       485,747  
Enphase Energy, Inc. (a)     3,396       942,288  
First Solar, Inc. (a)(b)     8,182       1,082,233  
Intel Corp.     13,999       360,754  
KLA Corp.     1,880       568,944  
Lam Research Corp.     1,277       467,382  
Micron Technology, Inc.     8,808       441,281  
NVIDIA Corp.     2,511       304,810  
ON Semiconductor Corp. (a)     10,944       682,140  
Power Integrations, Inc.     7,404       476,225  
Qorvo, Inc. (a)     5,521       438,423  
QUALCOMM, Inc.     4,500       508,410  
Rambus, Inc. (a)     21,485       546,149  
Teradyne, Inc. (b)     5,799       435,795  
Texas Instruments, Inc.     3,769       583,366  
Universal Display Corp.     4,112       387,967  
Total Semiconductors & Semiconductor Equipment             10,115,471  
Software - 5.2%                
Adobe Systems, Inc. (a)     1,503       413,626  
Ansys, Inc. (a)     2,156       477,985  
Autodesk, Inc. (a)     3,196       597,013  
Cadence Design System, Inc. (a)     4,166       680,850  
Dolby Laboratories, Inc. - Class A     8,780       572,017  
Fortinet, Inc. (a)     10,024       492,479  
Intuit, Inc.     1,426       552,318  
Microsoft Corp.     2,229       519,134  
NCR Corp. (a)     17,048       324,082  
Paycom Software, Inc. (a)     1,977       652,390  
Salesforce, Inc. (a)     3,227       464,172  
ServiceNow, Inc. (a)     1,230       464,460  
Tyler Technologies, Inc. (a)     1,540       535,150  
Workday, Inc. - Class A (a)(b)     2,861       435,501  
Zoom Video Communications, Inc. - Class A (a)(b)     5,845       430,134  
Total Software             7,611,311  

 

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

 

13

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 

    Shares     Value  
Specialty Retail - 5.7%                
Advance Auto Parts, Inc. (b)     3,331     $ 520,769  
American Eagle Outfitters, Inc. (b)     41,232       401,187  
America’s Car-Mart, Inc. (a)     8,504       518,914  
AutoNation, Inc. (a)(b)     6,880       700,866  
Best Buy Co., Inc.     7,602       481,511  
EVgo, Inc. (a)(b)     53,280       421,445  
Foot Locker, Inc. (b)     23,587       734,262  
Group 1 Automotive, Inc. (b)     4,088       584,053  
Lowe’s Cos., Inc.     3,412       640,808  
Penske Automotive Group, Inc. (b)     7,357       724,150  
Ross Stores, Inc.     7,594       639,946  
TJX Cos., Inc.     11,389       707,485  
Tractor Supply Co. (b)     2,956       549,461  
Volta, Inc. (a)(b)     224,653       271,830  
Williams-Sonoma, Inc. (b)     4,762       561,202  
Total Specialty Retail             8,457,889  
Technology Hardware, Storage & Peripherals - 1.6%                
3D Systems Corp. (a)(b)     41,078       327,802  
Apple, Inc.     3,932       543,403  
Hewlett Packard Enterprise Co.     41,241       494,067  
NetApp, Inc.     8,301       513,417  
Western Digital Corp. (a)     13,800       449,190  
Total Technology Hardware, Storage & Peripherals             2,327,879  
Textiles, Apparel & Luxury Goods - 1.6%                
Fossil Group, Inc. (a)     71,077       243,083  
Hanesbrands, Inc. (b)     46,404       322,972  
PVH Corp. (b)     8,946       400,781  
Ralph Lauren Corp. (b)     6,074       515,865  
Tapestry, Inc.     18,538       527,035  
VF Corp. (b)     12,135       362,958  
Total Textiles, Apparel & Luxury Goods             2,372,694  
Thrifts & Mortgage Finance - 1.1%                
Capitol Federal Financial, Inc.     64,674       536,794  
New York Community Bancorp, Inc. (b)     65,485       558,587  
TFS Financial Corp.     41,837       543,881  
Total Thrifts & Mortgage Finance             1,639,262  
Trading Companies & Distributors - 2.3%                
Fastenal Co.     11,631       535,491  
Herc Holdings, Inc.     4,129       428,921  
MSC Industrial Direct Co., Inc. - Class A     8,149       593,329  
United Rentals, Inc. (a)     1,929       521,061  
W.W. Grainger, Inc. (b)     1,334       652,579  
WESCO International, Inc. (a)(b)     5,265       628,536  
Total Trading Companies & Distributors             3,359,917  

 

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

 

14

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

 


  Shares     Value  
Water Utilities - 1.5%            
American States Water Co.     7,747     $ 603,879  
American Water Works Co., Inc.     4,164       541,986  
California Water Service Group     11,631       612,837  
Middlesex Water Co.     6,544       505,197  
Total Water Utilities             2,263,899  

Wireless Telecommunication Services - 0.5%

               
T-Mobile US, Inc. (a)(b)     5,338       716,199  
Total United States             145,263,959  
TOTAL COMMON STOCKS (Cost $172,341,695)             146,987,209  
                 

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 20.6%

               
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     30,356,003       30,356,003  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $30,356,003)             30,356,003  
                 

SHORT-TERM INVESTMENTS - 0.4%

               

Money Market Funds - 0.4%

               
First American Government Obligations Fund - Class X, 2.77% (c)     598,730       598,730  
TOTAL SHORT-TERM INVESTMENTS (Cost $598,730)             598,730  
                 
Total Investments (Cost $203,296,428) - 120.5%             177,941,942  
Liabilities in Excess of Other Assets - (20.5)%             (30,271,778 )
TOTAL NET ASSETS - 100.0%           $ 147,670,164  

 

Percentages are stated as a percent of net assets.

 

(a)      Non-income producing security. 

(b)      This security or a portion of this security was out on loan at September 30, 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 September 30, 2022

 

 

 

    Etho Climate
Leadership
U.S. ETF
 
ASSETS      
Investments in securities, at value*   $ 177,941,942  
Receivables:        
Dividends and interest receivable     114,861  
Securities lending income receivable     28,793  
Total Assets     178,085,596  
         
LIABILITIES        
Collateral received for securities loaned (Note 7)     30,356,003  
Payables:        
Management fees payable     59,429  
Total Liabilities     30,415,432  
Net Assets   $ 147,670,164  
         
NET ASSETS CONSIST OF:        
Paid-in capital   $ 183,084,823  
Total Distributable Earnings (Accumulated Losses)     (35,414,659 )
Net Assets   $ 147,670,164  
         
*Identified Cost:        
Investments in securities   $ 203,296,428  
         
Shares Outstanding^     3,200,000  
Net Asset Value, Offering and Redemption Price per Share   $ 46.15  

 


^ 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 Year Ended September 30, 2022 

 

 

 

    Etho Climate
Leadership
U.S. ETF
 
INVESTMENT INCOME      
Income:      
Dividends from unaffiliated securities (net of foreign witholding tax of $436)   $ 2,156,736  
Interest     10,289  
Securities lending income     251,893  
Total Investment Income     2,418,918  
         
Expenses:        
Management fees     795,259  
Total Expenses     795,259  
Net Investment Income     1,623,659  
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Unaffiliated investments     (5,655,257 )
In-Kind redemptions     14,703,965  
Net Realized Gain on Investments and In-Kind Redemptions     9,048,708  
Net Change in Unrealized Appreciation/Depreciation of:        
Unaffiliated investments     (52,481,644 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (52,481,644 )
Net Realized and Unrealized Loss on Investments     (43,432,936 )
NET DECREASE IN NET ASSETS RESULTING FROM  OPERATIONS   $ (41,809,277 )

 

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

 

17

 

Etho Climate Leadership U.S. ETF

 

STATEMENTS OF CHANGES IN NET ASSETS 

 

 

  

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
 
OPERATIONS            
Net investment income   $ 1,623,659     $ 1,122,668  
Net realized gain on investments and In-Kind Redemptions     9,048,708       24,800,863  
Net change in unrealized appreciation/depreciation of investments     (52,481,644 )     9,213,851  
Net increase (decrease) in net assets resulting from operations     (41,809,277 )     35,137,382  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total Distributions to Shareholders     (1,482,849 )     (1,179,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in outstanding shares     12,892,115       53,551,110  
Net increase (decrease) in net assets     (30,400,011 )     87,509,492  
                 
NET ASSETS                
Beginning of Year     178,070,175       90,560,683  
End of Year   $ 147,670,164     $ 178,070,175  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    Shares     Amount     Shares     Amount  
Shares Sold     1,000,000
  $ 57,868,130       2,100,000     $ 120,572,535  
Shares Redeemed     (800,000 )     (44,976,015 )     (1,150,000 )     (67,021,425 )
Net Transactions in Fund Shares     200,000
  $ 12,892,115       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 year 

 

 

 

    Year Ended
September 30,
2022
    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
 
Net Asset Value, Beginning of Year   $ 59.36     $ 44.18     $ 39.58     $ 37.50     $ 32.01  
Income from Investment Operations:                                        
Net Investment Income 1     0.52       0.47       0.41       0.33       0.29  
Net realized and unrealized gain (loss) on investments     (13.26 )     15.17       4.54       2.08       5.51  
Total from investment operations     (12.74 )     15.64       4.95       2.41       5.80  
Less Distributions:                                        
Distributions from net investment income     (0.47 )     (0.46 )     (0.35 )     (0.33 )     (0.29 )
Net realized gains                             (0.02 )
Total distributions     (0.47 )     (0.46 )     (0.35 )     (0.33 )     (0.31 )
Net assets value, end of year   $ 46.15     $ 59.36     $ 44.18     $ 39.58     $ 37.50  
Total Return     (21.58 )%     35.48 %     12.59 %     6.53 %     18.16 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 147,670     $ 178,070     $ 90,561     $ 53,431     $ 35,627  
Expenses to Average Net Assets     0.45 %     0.45 %     0.45 %     0.45 %     0.45 %
Net Investment Income to Average Net Assets     0.92 %     0.83 %     1.00 %     0.88 %     0.82 %
Portfolio Turnover Rate     30 %     45 %     37 %     41 %     19 %

 


1 Calculated based on average shares outstanding during the year.

 

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

 

19

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022

 

 

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 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.

  

20

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the Fund did not hold any securities fair valued by the Adviser.

 

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 

September 30, 2022 (Continued)

 

 

The following table presents a summary of the inputs used to value the Fund’s net assets as of September 30, 2022: 

 

Etho Climate Leadership U.S. ETF                                
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 146,987,209     $     $     $ 146,987,209  
Short-Term Investments     598,730                   598,730  
Investments Purchased with Securities Lending Collateral*                       30,356,003  
Total Investments in Securities   $ 147,585,939     $     $     $ 177,941,942  

 

^ 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 2022 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 September 30, 2022, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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 

September 30, 2022 (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 

September 30, 2022 (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.

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Fund.

 

A complete description of the principal risks is included in the Fund’s prospectus under the heading “Principal Investment Risks.”

  

24

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

NOTE 4 – MANAGEMENT AND CONTRACTS

 

The Adviser 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 Adviser, the Adviser 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 Adviser 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 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 0.45% of the Fund’s average daily net assets. 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 to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

The Adviser has entered into an Agreement with Etho Capital, LLC ( “Etho”), under which Etho agrees to sublicense the use of the Underlying Index to the Adviser. 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 Adviser 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 Adviser compensates the Administrator for these services under an administration agreement between the two parties.

 

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 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 the Fund’s average daily net assets. For the year ended September 30, 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 year ended September 30, 2022:

 

    Purchases     Sales  
Etho Climate Leadership U.S. ETF   $ 52,194,428     $ 51,562,900  

  

25

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the year ended September 30, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
Etho Climate Leadership U.S. ETF   $ 56,985,796     $ 44,456,571  

  

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 six months ended September 30, 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.

 

As of September 30, 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   $ 29,242,742     $ 30,356,003  

 

* 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 

September 30, 2022 (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, 2022, were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net
Unrealized
Appreciation
(Depreciation)
 
Etho Climate Leadership U.S. ETF   $ 205,512,383     $ 11,876,629     $ (39,447,070 )   $ (27,570,441 )

  

    Undistributed
Ordinary
Income
    Undistributed
Long-Term
Gain
    Total
Distributable
Earnings
    Other
Accumulated
(Loss)
    Total
Accumulated
Gain
 
Etho Climate Leadership U.S. ETF   $ 172,725     $       —     $ 172,725     $ (8,016,943 )   $ (35,414,659 )

 

As of September 30, 2022, the Fund had accumulated capital loss carryovers of:

 

    Capital Loss
Carryover
ST
    Capital
Loss
Carryover
LT
    Expires  
Etho Climate Leadership U.S. ETF   $ (8,013,002 )   $     —       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, 2022.

 

    Later Year Ordinary Loss   Post-October Loss
Etho Climate Leadership U.S. ETF   None   None

  

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total
Distributable
Earnings/(Loss)
    Paid-In
Capital
 
ETHO Climate Leadership U.S. ETF   $ (14,310,179 )   $ 14,310,179  

  

27

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2022 (Continued)

 

 

The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2022 and September 30, 2021 are as follows:

 

    Year Ended
September 30, 2022
    Year Ended
September 30, 2021
 
    From
Ordinary
Income
    From
Capital
Gains
    From
Ordinary
Income
    From
Capital
Gains
 
Etho Climate Leadership U.S. ETF   $ 1,482,849     $     $ 1,179,000     $  

 

NOTE 9 – LEGAL MATTERS

 

The Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements.

  

28

 

Etho Climate Leadership U.S. ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders of Etho Climate Leadership U.S. ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Etho Climate Leadership U.S. ETF (the “Fund”) (a series of ETF Managers Trust) as of September 30, 2022, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2022, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor for one or more series of the Trust since 2013.

 

New York, New York 

November 29, 2022

 

29

 

Etho Climate Leadership U.S. ETF

 

Expense Example 

Six Months Ended September 30, 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 (April 1, 2022 to September 30, 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
April 1,
2022
    Ending
Account
Value
September 30,
2022
    Expenses
Paid
During the
Period^
    Annualized
Expense
Ratio During
Period
April 1,
2022 to
September 30,
2022
 
Actual   $ 1,000.00     $ 794.70     $ 2.02       0.45 %
Hypothetical (5% annual)   $ 1,000.00     $ 1,022.81     $ 2.28       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 183/365 (to reflect the one-half year period).

 

30

 

Etho Climate Leadership U.S. ETF

 

SUPPLEMENTARY INFORMATION 

September 30, 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, 2022, 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%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2022 was as follows: 

Fund Name Dividends Received Deduction
Etho Climate Leadership U.S. ETF 100%

  

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
Etho Climate Leadership U.S. ETF 0%

  

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.

  

31

 

Etho Climate Leadership U.S. ETF

 

SUPPLEMENTARY INFORMATION 

September 30, 2022 (Unaudited) (Continued)

 

 

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

 

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). 17 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 Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)
Kevin Hourihan
(1978)
Chief Compliance Officer (since 2022) Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015-2019). n/a n/a
Matthew J.
Bromberg (1973)
Assistant Secretary (since 2020) Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

 

 

33

 

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). 17 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). 17 None

  

34

 

Etho Climate Leadership U.S. ETF

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)    The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)    The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)    The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)    The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)    The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)    The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)    The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

  

35

 

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

 






 

 

Annual Report
September 30, 2022

 

AI Powered Equity ETF
Ticker: AIEQ

 

 

 

The fund is a series of ETF Managers Trust. 


AI Powered Equity ETF

 

TABLE OF CONTENTS

September 30, 2022 

 

 

  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 13
   
Statement of Operations 14
   
Statements of Changes in Net Assets 15
   
Financial Highlights 16
   
Notes to the Financial Statements 17
   
Report of Independent Registered Public Accounting Firm 26
   
Expense Example 27
   
Supplementary Information 28
   
Information About Portfolio Holdings 28
   
Information About Proxy Voting 28
   
Trustees and Officers Table 29
   
Privacy Policy 31

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 September 30, 2022.

 

Market Overview

 

Beginning in the first quarter of 2020, financial markets in the United States and around the world experienced extreme and, in many cases, unprecedented volatility and severe losses due to the global pandemic caused by COVID-19. Some sectors of the economy and individual issuers have experienced particularly large losses because of these disruptions. In response to these disruptions, the U.S. government and the Federal Reserve have taken extraordinary actions to support the domestic economy and financial markets, contributing to inflationary pressure and expectations for inflation. Further, Russia’s military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have increased volatility and uncertainty in the financial markets and adversely affect regional and global economies. The full extent and duration of these conditions and the totality of repercussions are impossible to predict but could continue to result in significant market disruptions and may continue to negatively affect global supply chains, inflation and global growth. These and related events have impacted the ETFs’ performance, among other factors, and the value of an investment in the ETFs. We encourage you to talk with your financial advisor and visit etfmg.com for further insight about investing in today’s markets.

 

The AI Powered Equity ETF is actively managed and seeks capital appreciation. Over the fiscal-year ended September 30, 2022, the total return for the Fund was -28.45%, while the total return for its benchmark, the S&P 500 Index, was -15.47%. The best performers in the Fund on the basis of contribution to return were Livent Corp, Cheniere Energy Inc, Microsoft Corp, Wolfspeed Inc and Autodesk Inc, while the worst performers were Nvidia Corp, Novavax Inc, Moderna Inc, Antero Resources Corp and Tesla Inc.

 

During the reporting period, the Fund saw an average approximate allocation of 23.14% to the Energy sector, 16.59% to Consumer Discretionary, and 15.68% to Health Care. The portfolio holdings of the Fund are solely exposed 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 150 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) 

 

 

 

Average Annual Returns

Year Ended September 30, 2022

 

1 Year

Return

 

3 Year

Return

 

Since

Inception

(10/17/17)

 

Value of

$10,000

(9/30/2022)

 
AI Powered Equity ETF (NAV)     -28.45 %     4.18 %     5.59 %   $ 13,091  
AI Powered Equity ETF (Market)     -28.50 %     4.29 %     5.50 %   $ 13,038  
S&P 500 Index     -15.47 %     8.16 %     8.96 %   $ 15,300  

 

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 September 30, 2022 (Unaudited)*

 

Security  

% of Total

Investments

  1 Five Below, Inc.   5.61%
  2 Antero Resources Corp.   3.93%
  3 Sunnova Energy International, Inc.   3.04%
  4 Moderna, Inc.   2.99%
  5 Mosaic Co.   1.94%
  6 American Express Co.   1.90%
  7 Lantheus Holdings, Inc.   1.74%
  8 NXP Semiconductors NV   1.54%
  9 Novavax, Inc.   1.52%
10 Bumble, Inc.   1.47%
       
  Top Ten Holdings = 25.68% of Total Investments    
  * Current Fund holdings may not be indicative of future Fund holdings.    
4

AI Powered Equity ETF

 

Important Disclosures and Key Risks Factors

 

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 ETF (the “Fund”) seeks long-term capital appreciation within risk constraints commensurate with broad market U.S. equity indices.

 

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 premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility. 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 a proprietary, quantitative model (the “Equbot Model”) that runs on the IBM WatsonTM platform 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.

 

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 LLC. 

5

AI Powered Equity ETF

 

PORTFOLIO ALLOCATIONS 

As of September 30, 2022 (Unaudited)

 

 

   

AI Powered 

Equity ETF 

 
As a percent of Net Assets:
Bermuda     0.7 %
Canada     3.2  
Cayman Islands     1.1  
Ireland     0.5  
Marshall Islands     0.1  
Netherlands     2.2  
United States     89.8  
Short-Term and other Net Assets (Liabilities)     2.4  
      100.0 %
6

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2022

 

 

    Shares     Value  
             
COMMON STOCKS - 97.6%                
Bermuda - 0.7%                
Capital Markets - 0.1%                
Lazard, Ltd. - Class A     3,616     $ 115,097  
Hotels, Restaurants & Leisure - 0.6%                
Norwegian Cruise Line Holdings, Ltd. (a)(b)     48,210       547,666  
Total Bermuda             662,763  
                 
Canada - 3.2%                
Metals & Mining - 0.9%                
B2Gold Corp.     279,826       901,041  
Pharmaceuticals - 1.2%                
Aurora Cannabis, Inc. (a)(b)     179,161       218,576  
Bausch Health Cos., Inc. (a)(b)     147,789       1,018,267  
Total Pharmaceuticals             1,236,843  
Professional Services - 0.1%                
Stantec, Inc.     2,880       126,230  
Software - 1.0%                
BlackBerry, Ltd. (a)     205,664       966,621  
Total Canada             3,230,735  
                 
Cayman Islands - 1.1%                
Semiconductors & Semiconductor Equipment - 1.1%                
Ambarella, Inc. - ADR (a)     19,038       1,069,555  
                 
Ireland - 0.5%                
Pharmaceuticals - 0.5%                
Perrigo Co. PLC     13,088       466,718  
                 
Marshall Islands - 0.1%                
Marine - 0.1%                
Eagle Bulk Shipping, Inc. (b)     3,163       136,578  
                 
Netherlands - 2.2%                
Biotechnology - 0.3%                
uniQure NV (a)     14,120       264,891  
Semiconductors & Semiconductor Equipment - 1.9%                
NXP Semiconductors NV     13,018       1,920,284  
Total Netherlands             2,185,175  
                 
United States - 89.8%                
Aerospace & Defense - 2.3%                
Lockheed Martin Corp.     3,338       1,289,436  
Spirit AeroSystems Holdings, Inc. - Class A     43,965       963,713  
Total Aerospace & Defense             2,253,149  

 

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

7

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Airlines - 1.7%                
Alaska Air Group, Inc. (a)     14,337     $ 561,294  
Delta Air Lines, Inc. (a)     4,134       116,000  
Spirit Airlines, Inc. (a)     21,393       402,616  
United Airlines Holdings, Inc. (a)     19,636       638,759  
Total Airlines             1,718,669  
Auto Components - 0.2%                
Goodyear Tire & Rubber Co. (a)     21,961       221,586  
Automobiles - 1.4%                
Canoo, Inc. (a)(b)     175,895       329,803  
Ford Motor Co.     28,227       316,142  
Harley-Davidson, Inc.     21,020       733,178  
Total Automobiles             1,379,123  
Banks - 0.6%                
Ameris Bancorp     7,659       342,433  
Wells Fargo & Co.     7,457       299,921  
Total Banks             642,354  
Biotechnology - 9.2%                
Cerevel Therapeutics Holdings, Inc. (a)     11,922       336,916  
Halozyme Therapeutics, Inc. (a)(b)     42,106       1,664,871  
Moderna, Inc. (a)     31,597       3,736,346  
Novavax, Inc. (a)(b)     104,168       1,895,858  
Vertex Pharmaceuticals, Inc. (a)     2,945       852,695  
Vir Biotechnology, Inc. (a)(b)     34,935       673,547  
Total Biotechnology             9,160,233  
Building Products - 2.4%                
AZEK Co., Inc. (a)     35,563       591,057  
Builders FirstSource, Inc. (a)     29,938       1,763,947  
Total Building Products             2,355,004  
Capital Markets - 1.8%                
Blackstone, Inc. (b)     11,949       1,000,131  
The Goldman Sachs Group, Inc.     2,675       783,909  
Total Capital Markets             1,784,040  
Chemicals - 2.9%                
Celanese Corp.     4,871       440,046  
Mosaic Co.     50,108       2,421,719  
Total Chemicals             2,861,765  
Communications Equipment - 0.5%                
Cisco Systems, Inc.     12,261       490,440  
Construction & Engineering - 0.6%                
Fluor Corp. (a)(b)     21,943       546,161  
Consumer Finance - 2.4%                
American Express Co.     17,631       2,378,598  
Containers & Packaging - 0.4%                
O-I Glass, Inc. (a)(b)     29,741       385,146  
Diversified Consumer Services - 1.0%                
2U, Inc. (a)     46,433       290,206  
H&R Block, Inc. (b)     16,808       715,013  
Total Diversified Consumer Services             1,005,219  

 

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

8

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Diversified Financial Services - 0.1%                
A-Mark Precious Metals, Inc.     4,178     $ 118,613  
Electrical Equipment - 2.5%                
Array Technologies, Inc. (a)(b)     70,930       1,176,020  
Bloom Energy Corp. - Class A (a)(b)     55,887       1,117,181  
Sunrun, Inc. (a)     7,951       219,368  
Total Electrical Equipment             2,512,569  
Entertainment - 1.4%                
AMC Entertainment Holdings, Inc. (a)     204,343       1,424,271  
Food & Staples Retailing - 0.7%                
US Foods Holding Corp. (a)     24,682       652,592  
Food Products - 0.8%                
Lamb Weston Holdings, Inc.     4,917       380,477  
The Simply Good Foods Co. (a)     14,228       455,154  
Total Food Products             835,631  
Health Care Equipment & Supplies - 3.9%                
DexCom, Inc. (a)     1,583       127,495  
IDEXX Laboratories, Inc. (a)     1,820       592,956  
iRhythm Technologies, Inc. (a)     7,920       992,218  
Lantheus Holdings, Inc. (a)     30,918       2,174,462  
Total Health Care Equipment & Supplies             3,887,131  
Health Care Providers & Services - 0.7%                
Clover Health Investments Corp. (a)     208,528       354,497  
Tenet Healthcare Corp. (a)     6,594       340,119  
Total Health Care Providers & Services             694,616  
Health Care Technology - 0.8%                
Schrodinger, Inc. (a)     30,530       762,639  
Hotels, Restaurants & Leisure - 1.7%                
Bally’s Corp. (a)(b)     16,361       323,293  
SeaWorld Entertainment, Inc. (a)     17,176       781,680  
Travel + Leisure Co.     17,379       592,971  
Total Hotels, Restaurants & Leisure             1,697,944  
Independent Power and Renewable Electricity Producers - 3.8%                
Sunnova Energy International, Inc. (a)(b)     172,264       3,803,589  
Insurance - 0.9%                
American International Group, Inc.     9,650       458,182  
Reinsurance Group of America, Inc.     3,239       407,499  
Total Insurance             865,681  
Interactive Media & Services - 2.4%                
Bumble, Inc. - Class A (a)(b)     85,654       1,840,704  
fuboTV, Inc. (a)(b)     132,715       471,138  
Total Interactive Media & Services             2,311,842  
Internet & Direct Marketing Retail - 0.2%                
Overstock.com, Inc. (a)(b)     6,533       159,079  

 

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

9

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
IT Services - 2.1%                
BigCommerce Holdings, Inc. (a)     16,302     $ 241,270  
Cognizant Technology Solutions Corp. - Class A     11,669       670,268  
FleetCor Technologies, Inc. (a)     3,172       558,811  
Visa, Inc. - Class A (b)     1,134       201,455  
WEX, Inc. (a)     3,496       443,782  
Total IT Services             2,115,586  
Life Sciences Tools & Services - 0.5%                
Maravai LifeSciences Holdings, Inc. (a)     19,393       495,103  
Machinery - 0.4%                
Deere & Co. (b)     1,101       367,613  
Marine - 0.3%                
Matson, Inc.     4,384       269,704  
Metals & Mining - 1.0%                
Coeur Mining, Inc. (a)     106,389       363,850  
Steel Dynamics, Inc. (b)     2,031       144,099  
Warrior Met Coal, Inc.     17,025       484,191  
Total Metals & Mining             992,140  
Multiline Retail - 0.7%                
Nordstrom, Inc. (b)     41,048       686,733  
Oil, Gas & Consumable Fuels - 16.7%                
Antero Resources Corp. (a)     160,830       4,910,140  
APA Corp.     6,210       212,320  
Brigham Minerals, Inc.     6,586       162,477  
CONSOL Energy, Inc.     1,859       119,571  
Continental Resources, Inc.     3,829       255,815  
Coterra Energy, Inc.     21,494       561,423  
Devon Energy Corp. (b)     5,542       333,240  
Earthstone Energy, Inc. - Class A (a)(b)     28,290       348,533  
EOG Resources, Inc.     1,397       156,087  
Gevo, Inc. (a)(b)     198,998       453,715  
HF Sinclair Corp.     23,794       1,281,069  
Marathon Oil Corp.     22,948       518,166  
Matador Resources Co. (b)     21,984       1,075,457  
Northern Oil and Gas, Inc. (b)     31,280       857,385  
Occidental Petroleum Corp. (b)     5,964       366,488  
Range Resources Corp. (b)     64,029       1,617,373  
Ranger Oil Corp.     12,067       379,507  
Southwestern Energy Co. (a)     257,523       1,576,041  
Valero Energy Corp.     12,826       1,370,458  
Total Oil, Gas & Consumable Fuels             16,555,265  
Personal Products - 0.5%                
Coty, Inc. - Class A (a)(b)     75,855       479,404  
Pharmaceuticals - 1.2%                
Cassava Sciences, Inc. (a)(b)     13,571       567,539  
Organon & Co. (b)     5,460       127,764  
Zoetis, Inc.     3,092       458,513  
Total Pharmaceuticals             1,153,816  

 

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

10

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
Professional Services - 0.3%                
Upwork, Inc. (a)     17,692     $ 240,965  
Real Estate Investment Trusts (REITs) - 1.4%                
Equinix, Inc.     668       379,985  
PotlatchDeltic Corp.     8,598       352,862  
Ryman Hospitality Properties, Inc. (b)     8,864       652,302  
Total Real Estate Investment Trusts (REITs)             1,385,149  
Road & Rail - 1.5%                
Lyft, Inc. - Class A (a)(b)     110,687       1,457,748  
Semiconductors & Semiconductor Equipment - 1.8%                
First Solar, Inc. (a)(b)     2,828       374,060  
KLA Corp.     604       182,789  
Microchip Technology, Inc.     15,993       976,053  
QUALCOMM, Inc.     2,511       283,693  
Total Semiconductors & Semiconductor Equipment             1,816,595  
Software - 2.9%                
Bentley Systems, Inc. - Class B     18,107       553,893  
Crowdstrike Holdings, Inc. - Class A (a)     3,032       499,704  
Fortinet, Inc. (a)     2,172       106,710  
Palantir Technologies, Inc. - Class A (a)(b)     131,216       1,066,786  
Tenable Holdings, Inc. (a)     18,757       652,744  
Total Software             2,879,837  
Specialty Retail - 8.5%                
AutoNation, Inc. (a)(b)     6,571       669,388  
CarMax, Inc. (a)(b)     4,151       274,049  
Five Below, Inc. (a)(b)     50,923       7,010,569  
Group 1 Automotive, Inc. (b)     965       137,870  
The Home Depot, Inc.     1,481       408,667  
Total Specialty Retail             8,500,543  
Technology Hardware, Storage & Peripherals - 0.9%                
Apple, Inc.     6,287       868,863  
Textiles, Apparel & Luxury Goods - 0.9%                
Tapestry, Inc.     22,134       629,269  
Under Armour, Inc. - Class C (a)     41,461       247,108  
Total Textiles, Apparel & Luxury Goods             876,377  
Thrifts & Mortgage Finance - 0.4%                
PennyMac Financial Services, Inc.     8,475       363,578  
Trading Companies & Distributors - 0.5%                
United Rentals, Inc. (a)     1,869       504,854  
Total United States             88,917,557  
TOTAL COMMON STOCKS (Cost $108,956,095)             96,669,081  

 

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

11

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2022 (Continued)

 

 

    Shares     Value  
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 27.8%                
Mount Vernon Liquid Assets Portfolio, LLC, 3.18% (c)     27,544,826     $ 27,544,826  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $27,544,826)             27,544,826  
                 
SHORT-TERM INVESTMENTS - 0.8%                
Money Market Funds - 0.8%                
First American Government Obligations Fund - Class X, 2.77% (c)     786,697       786,697  
TOTAL SHORT TERM INVESTMENTS (Cost $786,697)             786,697  
                 
Total Investments (Cost $137,287,618) - 126.2%             125,000,604  
Liabilities in Excess of Other Assets - (26.2)%             (25,940,314 )
TOTAL NET ASSETS - 100.0%           $ 99,060,290  

 

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 September 30, 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. 

12

AI Powered Equity ETF

 

STATEMENT OF ASSETS AND LIABILITIES 

As of September 30, 2022

 

 

   

AI Powered

Equity ETF

 
ASSETS      
Investments in securities, at value*   $ 125,000,604  
Receivables:        
Dividends and interest receivable     55,020  
Securities lending income receivable     8,248  
Receivable for investments sold     12,405,085  
Total Assets     137,468,957  
         
LIABILITIES        
Collateral received for securities loaned (Note 7)     27,544,826  
Payables:        
Payable for investments purchased     10,796,250  
Unitary fees payable     67,591  
Total Liabilities     38,408,667  
Net Assets   $ 99,060,290  
         
NET ASSETS CONSIST OF:        
Paid-in Capital   $ 157,414,561  
Total distributable earnings (accumulated losses)     (58,354,271 )
Net Assets   $ 99,060,290  
         
*Identified Cost:        
Investments in securities   $ 137,287,618  
         
Shares Outstanding^     3,425,000  
Net Asset Value, Offering and Redemption Price per Share   $ 28.92  

 


^ No par value, unlimited number of shares authorized

 

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

13

AI Powered Equity ETF

 

STATEMENT OF OPERATIONS 

For the Year Ended September 30, 2022 

 

 

   

AI Powered

Equity ETF

 
INVESTMENT INCOME      
Income:      
Dividends from investments (net of foreign withholdings tax of $4,793)   $ 1,244,401  
Interest     15,560  
Securities lending income     128,381  
Total Investment Income     1,388,342  
         
Expenses:        
Unitary fees     1,050,557  
Total Expenses     1,050,557  
Net Investment Income     337,785  
         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS        
Net Realized Gain (Loss) on:        
Investments     (45,737,170 )
In-Kind Redemptions     17,759,210  
Net Realized Loss on Investments and In-Kind Redemptions     (27,977,960 )
Net Change in Unrealized Appreciation/Depreciation of:        
Investments     (14,563,258 )
Net Change in Unrealized Appreciation/Depreciation of Investments     (14,563,258 )
Net Realized and Unrealized Loss on Investments     (42,541,218 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (42,203,433 )

 

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

14

AI Powered Equity ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Year Ended

September 30,

2022

   

Year Ended

September 30,

2021

 
             
OPERATIONS                
Net investment income (loss)   $ 337,785     $ (149,583 )
Net realized gain (loss) on investments and in-kind redemptions     (27,977,960 )     47,269,564  
Net change in unrealized appreciation/depreciation of investments     (14,563,258 )     (13,078,850 )
Net increase (decrease) in net assets resulting from operations     (42,203,433 )     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     (23,394,942 )     40,773,047  
Net increase (decrease) in net assets     (68,502,063 )     74,629,178  
                 
NET ASSETS                
Beginning of Year     167,562,353       92,933,175  
End of Year   $ 99,060,290     $ 167,562,353  

 

Summary of share transactions is as follows:

 

      Year Ended
September 30, 2022
    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       (5,200,000 )     (210,942,390 )     (5,950,000 )     (241,697,760 )
Net Transactions in Fund Shares       (650,000 )   $ (23,394,942 )     1,050,000     $ 40,733,047  
                                   
Beginning Shares       4,075,000               3,025,000          
Ending Shares       3,425,000               4,075,000          

 

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

15

AI Powered Equity ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year/period 

 

 

    Year Ended September 30, 2022     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     0.09       (0.03 )     0.14       0.16       0.14  
Net realized and unrealized gain (loss) on Investments     (11.57 )     10.47       4.52       (1.41 )     4.49  
Total from investment operations     (11.48 )     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   $ 28.92     $ 41.12     $ 30.72     $ 26.19     $ 29.50  
Total Return     (28.45 )%     34.00 %     17.94 %     (2.32 )%     18.53 %3
                                         
Ratios/Supplemental Data:                                        
Net Assets at end of year/period (000’s)   $ 99,060     $ 167,562     $ 92,933     $ 114,573     $ 206,472  
                                         
Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %4
Net Investment Income (Loss) to Average Net Assets     0.24 %     (0.09 )%     0.49 %     0.64 %     0.52 %4
Portfolio Turnover Rate     1708 %     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. 

16

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022

 

 

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 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.

 

17

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by ETF Managers Group, LLC (the “Adviser”), using procedures adopted 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 September 30, 2022, the Fund did not hold any securities fair valued by the Adviser.

 

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.

 

18

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

The following table presents a summary of the Fund’s investments in securities, at fair value, as of September 30, 2022:

 

AI Powered Equity ETF

 

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 96,669,081     $     $     $ 96,669,081  
Short-Term Investments     786,697                   786,697  
Investments Purchased with Securities Lending Collateral*                       27,544,826  
Total Investments in Securities   $ 97,455,778     $     $     $ 125,000,604  

 

^ 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 2022 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 September 30, 2022, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, generally a range of three to 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.

 

19

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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.

 

20

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

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.

 

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.

 

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.

 

21

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Fund.

 

A complete description of the principal risks is included in the Fund’s prospectus under the heading “Principal Investment Risks.”

 

NOTE 4 - MANAGEMENT AND OTHER CONTRACTS

 

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.

 

22

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (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 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.

 

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 year ended September 30, 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 year ended September 30, 2022:

 

    Purchases     Sales  
AI Powered Equity ETF   $ 2,320,112,704     $ 2,323,584,346  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the year ended September 30, 2022:

 

    Purchases In-
Kind
    Sales In-
Kind
 
AI Powered Equity ETF   $ 182,601,868     $ 206,186,126  

 

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 year ended September 30, 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.

 

23

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

As of September 30, 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   $ 26,561,070     $ 27,544,826  

 

* 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, 2022, were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net
Unrealized
Appreciation
(Depreciation)
 
AI Powered Equity ETF   $ 139,681,683     $ 425,239     $ (15,106,318 )   $ (14,681,079 )

 

    Undistributed Ordinary Income     Undistributed
Long-Term
Gain
    Total
Distributable
Earnings
    Other Accumulated
(Loss)
    Total Accumulated
Gain
 
AI Powered Equity ETF   $ 105,914     $     $ 105,914     $ (43,779,106 )   $ (58,354,271 )

 

As of September 30, 2022, the Fund had accumulated capital loss carryovers of:

 

    Capital Loss
Carryover ST
    Capital Loss
Carryover LT
  Expires  
AI Powered Equity ETF   $ (43,783,881 )   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, 2022.

 

24

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2022 (Continued)

 

 

    Later Year
Ordinary Loss
  Post-October Loss
AI Powered Equity ETF   None   None

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2022, the following table shows the reclassifications made:

 

    Total
Distributable
Earnings/(Loss)
    Paid-In
Capital
 
AI Powered Equity ETF   $ (16,040,303 )   $ 16,040,303  

 

The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2022 and September 30, 2021 are as follows:

 

    Year Ended
September 30, 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 Trust, the Adviser, and certain officers and affiliated persons of the Adviser (together with the Adviser, the “Adviser Defendants”) were 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 asserted breach of contract and other tort claims and sought damages in unspecified amounts and injunctive relief. On May 25, 2022, the court in the NJ Action dismissed with prejudice all claims asserted against the Trust, as well as all contract claims and all except one tort claim asserted against the Adviser Defendants.

 

As of September 30, 2022, there were no adjustments made to the accompanying financial statements based on the above legal matters.

 

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. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

25

 

AI Powered Equity ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust
and the Shareholders of AI Powered Equity ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of AI Powered Equity ETF (the “Fund”) (a series of ETF Managers Trust) as of September 30, 2022, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the periods indicated therein, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2022, and the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York
November 29, 2022

 

26

 

AI Powered Equity ETF

 

Expense Example

Six Months Ended September 30, 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 (April 1, 2022 to September 30, 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
April 1,
2022
    Ending
Account
Value
September 30,
2022
    Expenses
Paid,
During the
Period ^
    Annualized
Expense Ratio
 During the
Period
April 1,
2022 to
September 30,
2022
 
Actual   $ 1,000.00     $ 785.80     $ 3.36       0.75 %
Hypothetical (5% annual)   $ 1,000.00     $ 1,021.31     $ 3.80       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 183/365 (to reflect the one-half year period).

 

27

 

AI Powered Equity ETF

 

SUPPLEMENTARY INFORMATION

September 30, 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, 2022, 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 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, 2022 was as follows:

Fund Name Dividends Received Deduction
AI Powered Equity 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 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.etfmgfunds.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.

 

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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). 17 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 Independent Trustee - Absolute Shares Trust (since 2014) (6 portfolios)
Kevin Hourihan
(1978)
Chief Compliance Officer (since 2022) Senior Principal Consultant, Fund Chief Compliance Officer, ACA Global, LLC (since 2022); Chief Compliance Officer, Ashmore Funds (2017-2022); Chief Compliance Officer, Ashmore Investment Management (US) Corp (2014-2022); Chief Compliance Officer, Ashmore Equities Investment Management (2015-2019). n/a n/a
Matthew J.
Bromberg (1973)
Assistant Secretary (since 2020) Chief Compliance Officer of ETF Managers Group, LLC (since 2022); 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). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

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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). 17 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). 17 None

 

30

 

AI Powered Equity ETF

 

ETF MANAGERS TRUST
Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)      The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)       The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)       The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)       The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)      The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)      The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)       The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

31

 

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.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.
A copy of the registrant’s Code of Ethics is filed herewith

Item 3. Audit Committee Financial Expert.

The Board believes that the collective knowledge and experience of the members of the audit committee enable the committee to provide appropriate oversight given the Trust’s level of financial complexity. In addition, the Board notes that the audit committee has the authority to retain any experts necessary to carry out its duties.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past fiscal year.  “Audit services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.  There were no “Other services” provided by the principal accountant.  The following table details the aggregate fees billed or expected to be billed for the last fiscal year for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 
FYE  9/30/2022
FYE  9/30/2021
Audit Fees
$368,200
$351,200
Audit-Related Fees
N/A
N/A
Tax Fees
$83,050
$60,400
All Other Fees
N/A
N/A

(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant.

(e)(2) The percentage of fees billed by WithumSmith+Brown, PC applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:



 
FYE  9/30/2022
FYE  9/30/2021
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

(f) All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.

(g) The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the past year.

Non-Audit Related Fees
FYE  9/30/2022
FYE  9/30/2021
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A

(h) The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining the principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.

The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

(a)
The registrant is an issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934, (the “Act”) and has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Act. The independent members of the committee, consisting solely of independent trustees, are Mr. Eric Weigel and Mr. Terry Loebs.
(b)
Not Applicable.

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.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

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 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.

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. Filed herewith.

(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.

(b)
Certifications pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.




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       12/5/2022              


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        12/5/2022             



By (Signature and Title)*    /s/ John Flanagan                         
  John Flanagan, Principal Financial Officer/Treasurer

Date        12/5/2022            


* Print the name and title of each signing officer under his or her signature.