N-CSR 1 fp0073593_ncsr.htm

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 (811-23226)

 

Listed Funds Trust
(Exact name of registrant as specified in charter)

 

615 East Michigan Street

Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)

 

Kent P. Barnes, Secretary

Listed Funds Trust

c/o U.S. Bancorp Fund Services, LLC

777 East Wisconsin Avenue, 10th Floor

Milwaukee, WI 53202

(Name and address of agent for service)

 

(414) 765-6511

Registrant's telephone number, including area code

 

Date of fiscal year end: December 31

 

Date of reporting period: December 31, 2021

 

 

 

Item 1. Reports to Stockholders.

 

(a)

 

 

 

 

Roundhill ETFs

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF (NERD)

 

Roundhill Sports Betting & iGaming ETF (BETZ)

 

Roundhill Streaming Services & Technology ETF (SUBZ)

 

Roundhill Pro Sports, Media & Apparel ETF (MVP)

 

Roundhill Ball Metaverse ETF (METV)

 

Roundhill IO Digital Infrastructure ETF (BYTE)

 

Roundhill MEME ETF (MEME)

 

 

 

ANNUAL REPORT

 

December 31, 2021

 

 

 

 

Roundhill ETFs

Table of Contents

 

 

 

   

Shareholder Letter (Unaudited)

2

Shareholder Expense Example (Unaudited)

10

Performance Overview (Unaudited)

12

Schedule of Investments

19

Statements of Assets and Liabilities

33

Statements of Operations

35

Statements of Changes in Net Assets

37

Financial Highlights

44

Notes to Financial Statements

46

Report of Independent Registered Public Accounting Firm

58

Board Consideration and Approval of Advisory and Sub-Advisory Agreements (Unaudited)

60

Trustees and Officers of the Trust (Unaudited)

64

Supplemental Information (Unaudited)

66

Privacy Policy (Unaudited)

68

 

 

1

 

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill BITKRAFT Esports & Digital Entertainment ETF (“NERD” or the “Fund”) seeks to track the total return performance, before fees and expenses, of the Roundhill BITKRAFT Esports Index (the “Index”). The Index is a rules-based index that tracks the performance of a group of globally-listed stocks that are involved in the esports and digital entertainment industries. This classification includes, but is not limited to: video game publishers, streaming network operators, video game tournament and league operators/owners, competitive team owners, and hardware companies.

 

The following information pertains to the fiscal period of January 1, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had negative performance during the current fiscal period. The market price and NAV for NERD decreased by 17.57% and 16.93%, respectively, while the Fund’s Index decreased by 16.75%. The Solactive GBS Developed Markets Large & Mid Cap USD Index increased by 22.29% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were AfreecaTV Co Ltd., Nvidia Corp., and ASUSTek Computer Inc, which added 3.86%, 1.86%, and 1.15% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were DouYu International Holdings, Huya Inc., and Skillz Inc., which detracted 4.50%, 3.71%, and 2.18% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

2

 

 

Roundhill Sports Betting & iGaming ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill Sports Betting & iGaming ETF (“BETZ” or the “Fund”) seeks to track the total return performance, before fees and expenses, of the Roundhill Sports Betting & iGaming Index (the “Index”). The Index is a rules-based index that tracks the performance of a group of globally-listed stocks that are involved in the sports betting and iGaming industries. This classification includes, but is not limited to: (i) companies that operate in-person and/or online sports books (ii) companies that operate online/internet gambling platforms and (iii) companies that provide infrastructure or technology to such companies in (i) or (ii).

 

The following information pertains to the fiscal period of January 1, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had negative performance during the current fiscal period. The market price and NAV for BETZ decreased by 3.91% and 3.78%, respectively, while the Fund’s Index decreased by 3.40%. The Solactive GBS Developed Markets Large & Mid Cap USD Index increased by 22.29% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were Score Media and Gaming Inc, Playtech PLC, and Entain PLC, which added 2.63%, 1.61%, and 1.51% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were Genius Sports Ltd., GAN Ltd., and DraftKings Inc., which detracted 2.30%, 2.12%, and 2.10% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

3

 

 

Roundhill Streaming Services & Technology ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill Streaming Services & Technology ETF (“SUBZ” or the “Fund”) seeks to provide exposure to the streaming industry. This classification includes, but is not limited to: companies that operate direct-to-consumer streaming services including video, audio, livestreaming; and companies that create infrastructure or technology necessary to facilitate streaming.

 

The following information pertains to the period from inception on February 9, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had negative performance during the current fiscal period. The market price and NAV for SUBZ decreased by 41.16% and 41.04%, respectively. The Solactive GBS Developed Markets Large & Mid Cap USD Index increased by 17.37% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were AfreecaTV Co Ltd., IHeartMedia Inc., and Trade Desk Inc., which added 2.44%, 0.89%, and 0.47% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were Tencent Music Entertainment, IQIYI Inc., and J-Stream Inc., which detracted 4.57%, 4.36%, and 3.75% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

4

 

 

Roundhill Pro Sports, Media & Apparel ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill Pro Sports, Media, & Apparel ETF (“MVP” or the “Fund”) seeks to provide exposure to the professional sports industry. This classification includes, but is not limited to: professional sports teams and franchises, professional sports leagues, sports media companies, and sports-related apparel companies.

 

The following information pertains to the period from inception on March 16, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had negative performance during the current fiscal period. The market price and NAV for MVP decreased by 12.67% and 12.31%, respectively. The Solactive GBS Developed Markets Large & Mid Cap USD Index increased by 15.96% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were Liberty Media Corp., Trabzonspor Sportif Yatirim, and Endeavor Group Holdings, which added 2.45%, 2.32%, and 1.16% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were Juventus Football Club, Besiktas Futbol Yatirim, and Fila Holdings Corp., which detracted 2.95%, 1.94%, and 1.29% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

5

 

 

Roundhill Ball Metaverse ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill Ball Metaverse ETF (“METV” or the “Fund”) seeks to track the total return performance, before fees and expenses, of the Ball Metaverse Index (the “Index”). The Index is a rules-based index that tracks the performance of a group of globally-listed stocks that are involved in the metaverse. The “Metaverse” may be defined as a successor to the current internet that will be interoperable, persistent, synchronous, open to unlimited participants with a fully functioning economy, and an experience that spans the virtual and ‘real’ world. The Index includes companies involved in the following seven categories: (i) compute, (ii) networking, (iii) virtual platforms, (iv) interchange standards, (v) payments, (vi) content, assets, and identity services, and (vii) hardware.

 

The following information pertains to the fiscal period of June 29, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had positive performance during the current fiscal period. The market price and NAV for METV increased by 0.73% and 0.63%, respectively, while the Fund’s Index increased by 0.92%. The Solactive GBS Developed Markets Large & Mid Cap USD Index increased by 7.51% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were Nvidia Corp., Microsoft Corp., and Unity Software Inc., which added 3.20%, 1.32%, and 1.18% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were Fastly Inc., Tencent Holdings Ltd., and Snap Inc., which detracted 1.46%, 1.43%, and 1.27% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

6

 

 

Roundhill IO Digital Infrastructure ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill IO Digital Infrastructure ETF (“BYTE” or the “Fund”) seeks to track the total return performance, before fees and expenses, of the IO Digital Infrastructure Index (the “Index”). The Index is a rules-based index that tracks the performance of a group of globally-listed stocks that are involved in digital infrastructure. This classification includes, but is not limited to companies involved in: fixed-line, high-speed data transmission technology (such as fiber optic cable and certain “last-mile” technologies that bring data to and from the end-user), data centers, mobile towers and related infrastructure, and other long-lived physical infrastructure assets.

 

The following information pertains to the fiscal period of October 27, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had positive performance during the current fiscal period. The market price and NAV for BYTE increased by 2.01% and 1.76%, respectively, while the Fund’s Index increased by 1.84%. The Solactive GBS Global Markets Large & Mid Cap USD Index increased by 1.96% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were Crown Castle International Corp., Megacable Holdings, and SBA Communications Corp., which added 0.79%, 0.59%, and 0.45% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were Charter Communications Inc., China Tower Corp., and VNET Group Inc., which detracted 0.52%, 0.48%, and 0.32% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

7

 

 

Roundhill MEME ETF

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

Dear Shareholders,

 

The Roundhill MEME ETF (“MEME” or the “Fund”) seeks to track the total return performance, before fees and expenses, of the Solactive Roundhill MEME Stock Index (the “Index”). The Index is a rules-based index that tracks the performance of 25 equally-weighted U.S. listed equity securities that exhibit a combination of elevated social media activity and high short interest. Due to the MEME Index’s focus on stocks that are both highly shorted and subject to increased retail sentiment, as well as the fund’s high turnover, MEME may experience significantly greater volatility than conventional equity ETFs or mutual funds.

 

The following information pertains to the fiscal period of December 7, 2021 through December 31, 2021 (the “current fiscal period”).

 

The Fund had negative performance during the current fiscal period. The market price and NAV for MEME decreased by 10.10% and 10.09%, respectively, while the Fund’s Index decreased by 10.06%. The Solactive GBS United States All Cap Index increased by 1.36% over the same period.

 

For the current fiscal period, the largest positive contributors to returns were Chegg Inc., Chewy Inc., and ChargePoint Holdings Inc., which added 0.24%, 0.21%, and 0.08% to the return of the Fund, respectively.

 

For the current fiscal period, the largest negative contributors to returns were Digital World Acquisition Corp., Tilray Brands Inc., and Robinhood Markets Inc., which detracted 1.13%, 1.11%, and 1.04% from the return of the Fund, respectively.

 

Regards,

 

Will Hershey, CFA
Roundhill Financial Inc.

 

8

 

 

Roundhill ETFs

Shareholder Letter

December 31, 2021 (Unaudited)

 

 

NERD Risks Esports gaming 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. Such factors may adversely affect the profitability and value of video gaming companies. Investments made in small and mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. For a complete list of risks see the prospectus.

 

BETZ Risks include those related to investments in the highly-competitive sports betting industry, including from illegal or unregulated companies. Expansion of sports betting (both regulated and unregulated), including the award of additional licenses or expansion or relocation of existing sports betting companies, and competition from other leisure and entertainment activities, could impact these companies finances. Small and mid capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. For a complete list of risks see the prospectus.

 

SUBZ Risks Streaming Companies and other companies that rely heavily on technology are particularly vulnerable to research and development costs, substantial capital requirements, product and services obsolescence, government regulation, and domestic and international competition, including competition from foreign competitors with lower production costs. Stocks of such companies, especially smaller, less-seasoned companies, may be more volatile than the overall market. Streaming Companies may face dramatic and unpredictable changes in growth rates. Streaming Companies may be targets of hacking and theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses. For a complete list of risks see the prospectus.

 

MVP Risks Pro Sports Companies and other companies that rely heavily on technology are particularly vulnerable to research and development costs, substantial capital requirements, product and services obsolescence, government regulation, and domestic and international competition, including competition from foreign competitors with lower production costs. Stocks of such companies, especially smaller, less-seasoned companies, may be more volatile than the overall market. Pro Sports Companies may face dramatic and unpredictable changes in growth rates. Pro Sports Companies may be targets of hacking and theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses. For a complete list of risks see the prospectus.

 

METV Risks Metaverse Companies and other companies that rely heavily on technology are particularly vulnerable to research and development costs, substantial capital requirements, product and services obsolescence, government regulation, and domestic and international competition, including competition from foreign competitors with lower production costs. Stocks of such companies, especially smaller, less-seasoned companies, may be more volatile than the overall market. Metaverse Companies may face dramatic and unpredictable changes in growth rates. Metaverse Companies may be targets of hacking and theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses. For a complete list of risks see the prospectus.

 

BYTE Risks Digital Infrastructure Companies are exposed to the risks specific to the real estate market as well as the risks that relate specifically to the way in which Digital Infrastructure Companies are utilized and operated. Digital Infrastructure Companies may be affected by unique supply and demand factors that do not apply to other real estate sectors, such as changes in demand for communications infrastructure, consolidation of tower sites, and new technologies that may affect demand for data centers. Digital Infrastructure Companies are also subject to a variety of factors that may adversely affect their business or operations including high interest costs, costs associated with compliance with and changes in environmental and other regulations, difficulty in raising capital in adequate amounts on reasonable terms in periods of high inflation and unsettled markets, the effects of surplus capacity, increased competition from other providers of services, the effects of energy conservation policies, and other factors. Investments made in small and mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. For a complete list of risks see the prospectus.

 

MEME Risks Meme stocks are stocks whose trading volume increases because of social media attention. Social media attention may result from a variety of factors, including the reputation of the issuer, marketing efforts, and the timing of the release of publicly available information, which may be unrelated to the company’s performance, financial position, or other business fundamentals. As a result, meme stocks are prone to high volatility, which may be a result of panic selling or loss of general interest or popularity. The Fund may invest in equity securities of SPACs, which raise assets to seek potential acquisition opportunities. Unless and until an acquisition is completed, a SPAC generally invests its assets in U.S. government securities, money market securities, and cash. Because SPACs have no operating history or ongoing business other than seeking acquisitions, the value of their securities is particularly dependent on the ability of the entity’s management to identify and complete a profitable acquisition and involve greater risks. For a complete list of risks see the prospectus.

 

9

 

 

Roundhill ETFs

Shareholder Expense Example

(Unaudited)

 

 

As a shareholder of a Fund you incur two types of costs: (1) transaction costs for purchasing and selling shares; and (2) ongoing costs, including management fees and other fund expenses. The following example is intended to help you understand your ongoing costs (in dollars and cents) of investing in a Fund 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 at the beginning of the period and held throughout the entire period (July 1, 2021 to December 31, 2021), except noted in the footnotes below.

 

ACTUAL EXPENSES

 

The first line under each Fund in the table below provides information about actual account values 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 for your Fund 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 in the table provides information about hypothetical account values and hypothetical expenses based on each 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 in the table is useful in comparing ongoing Fund costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

 

Beginning
Account Value
7/1/21

Ending
Account Value
12/31/21

Annualized
Expense
Ratios

Expenses
Paid During
the Period

Roundhill BITKRAFT Esports & Digital Entertainment ETF

       

Actual

$ 1,000.00

$ 789.40

0.50%

$2.26(1)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,022.68

0.50%

$2.55(1)

Roundhill Sports Betting & iGaming ETF

       

Actual

$ 1,000.00

$ 819.30

0.75%

$3.44(1)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,021.42

0.75%

$3.82(1)

Roundhill Streaming Services & Technology ETF

       

Actual

$ 1,000.00

$ 700.90

0.75%

$3.22(1)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,021.42

0.75%

$3.82(1)

Roundhill Pro Sports, Media & Apparel ETF

       

Actual

$ 1,000.00

$ 889.10

0.75%

$3.57(1)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,021.42

0.75%

$3.82(1)

Roundhill Ball Metaverse ETF

       

Actual

$ 1,000.00

$ 1014.10

0.75%

$3.81(1)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,021.42

0.75%

$3.82(1)

 

10

 

 

Roundhill ETFs

Shareholder Expense Example

(Unaudited) (Continued)

 

 

 

Beginning
Account Value
7/1/21

Ending
Account Value
12/31/21

Annualized
Expense
Ratios

Expenses
Paid During
the Period

Roundhill IO Digital Infrastructure ETF

       

Actual

$ 1,000.00(5)

$ 1,017.60

0.75%

$1.37(2)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,021.42

0.75%

$3.82(1)(4)

Roundhill MEME ETF

       

Actual

$ 1,000.00(6)

$ 899.10

0.69%

$0.45(3)

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,021.73

0.69%

$3.52(1)(4)

 

(1)

Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 184/365 days (to reflect the six-month period).

 

(2)

Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 66/365 days (to reflect the period since the Fund’s inception).

 

(3)

Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 25/365 days (to reflect the period since the Fund’s inception).

 

(4)

For comparative purposes only as the Fund was not in operation for the full six-month period.

 

(5)

The Fund commenced operations on October 27, 2021. The Beginning Account Value is representative of this commencement date.

 

(6)

The Fund commenced operations on December 7, 2021. The Beginning Account Value is representative of this commencement date.

 

11

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited)

 

 

Hypothetical Growth of $10,000 Investment
(Since Commencement through 12/31/2021)

 

 

 

12

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited) (Continued)

 

 

 

 

13

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited) (Continued)

 

 

 

 

14

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited) (Continued)

 

 

 

 

ANNUALIZED TOTAL RETURN FOR THE
PERIODS ENDED DECEMBER 31, 2021

Total Returns

1 Year

Since
Commencement
1

Roundhill BITKRAFT Esports & Digital Entertainment ETF—NAV

-16.93%

23.00%

Roundhill BITKRAFT Esports & Digital Entertainment ETF—Market

-17.57%

22.71%

Roundhill BITKRAFT Esports Index

-16.75%

23.82%

Solactive GBS Developed Markets Large & Mid Cap USD

22.29%

21.71%

 

1

The Fund commenced operations on June 3, 2019.

 

 

ANNUALIZED TOTAL RETURN FOR THE
PERIODS ENDED DECEMBER 31, 2021

Total Returns

1 Year

Since
Commencement
2

Roundhill Sports Betting & iGaming ETF—NAV

-3.78%

35.71%

Roundhill Sports Betting & iGaming ETF—Market

-3.91%

35.53%

Roundhill Sports Betting & iGaming Index

-3.40%

35.58%

Solactive GBS Developed Markets Large & Mid Cap USD

22.29%

28.98%

 

2

The Fund commenced operations on June 3, 2020.

 

15

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited) (Continued)

 

 

 

CUMULATIVE TOTAL RETURN FOR THE
PERIOD ENDED DECEMBER 31, 2021

Total Returns

Since Commencement3

Roundhill Streaming Services & Technology ETF—NAV

-41.04%

Roundhill Streaming Services & Technology ETF—Market

-41.16%

Solactive GBS Developed Markets Large & Mid Cap USD

17.37%

 

3

The Fund commenced operations on February 9, 2021.

 

 

CUMULATIVE TOTAL RETURN FOR THE
PERIOD ENDED DECEMBER 31, 2021

Total Returns

Since Commencement4

Roundhill Pro Sports, Media & Apparel ETF—NAV

-12.31%

Roundhill Pro Sports, Media & Apparel ETF—Market

-12.67%

Solactive GBS Developed Markets Large & Mid Cap USD

15.96%

 

4

The Fund commenced operations on March 16, 2021.

 

 

CUMULATIVE TOTAL RETURN FOR THE
PERIOD ENDED DECEMBER 31, 2021

Total Returns

Since Commencement5

Roundhill Ball Metaverse ETF—NAV

0.63%

Roundhill Ball Metaverse ETF—Market

0.73%

Ball Metaverse Index

0.92%

Solactive GBS Developed Markets Large & Mid Cap USD

7.51%

 

5

The Fund commenced operations on June 29, 2021.

 

 

CUMULATIVE TOTAL RETURN FOR THE
PERIOD ENDED DECEMBER 31, 2021

Total Returns

Since Commencement6

Roundhill IO Digital Infrastructure ETF—NAV

1.76%

Roundhill IO Digital Infrastructure ETF—Market

2.01%

IO Digital Infrastructure Index

1.84%

Solactive GBS Global Markets Large & Mid Cap USD

1.96%

 

6

The Fund commenced operations on October 27, 2021.

 

16

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited) (Continued)

 

 

 

CUMULATIVE TOTAL RETURN FOR THE
PERIOD ENDED DECEMBER 31, 2021

Total Returns

Since Commencement7

Roundhill MEME ETF—NAV

-10.09%

Roundhill MEME ETF—Market

-10.10%

Solactive Roundhill Meme Stock Index

-10.06%

Solactive GBS United States All Cap USD

1.36%

 

7

The Fund commenced operations on December 7, 2021.

 

The performance data quoted represents past performance. Past performance does not guarantee future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than their original cost. For the most recent month-end performance, please call (855) 561-5728. You cannot invest directly in an index. Shares are bought and sold at market price (closing price), not net asset value (NAV), and are individually redeemed from the Fund. Market performance is determined using the bid/ask midpoint at 4:00pm Eastern time when the NAV is typically calculated. Brokerage commissions will reduce returns. Returns shown include the reinvestment of all dividends and distribution. Returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. In the absence of fee waivers and reimbursements, total returns would be reduced.

 

The Roundhill BITKRAFT Esports & Digital Entertainment ETF is designed to offer retail and institutional investors exposure to esports & digital entertainment by providing investment results that closely correspond, before fees and expenses, to the performance of the Roundhill BITKRAFT Esports Index. The Roundhill BITKRAFT Esports Index is the first rules-based index designed to track the performance of the growing market of electronic sports, or “esports”. The Index consists of a modified equal-weighted portfolio of globally-listed companies who are actively involved in the competitive video gaming industry. This classification includes, but is not limited to: video game publishers, streaming network operators, video game tournament and league operators/owners, competitive team owners, and hardware companies. An index is unmanaged and is not available for direct investment.

 

The Roundhill Sports Betting & iGaming ETF is designed to offer retail and institutional investors exposure to sports betting and gaming industries by providing investment results that closely correspond, before fees and expenses, to the performance of the Roundhill Sports Betting & iGaming Index. The Roundhill Sports Betting & iGaming Index is the first rules-based index designed to track the performance of the growing market of online sports betting and gaming, or “iGaming”. The Index consists of a tiered weight portfolio of globally-listed companies who are actively involved in the sports betting & iGaming industry. This classification includes, but is not limited to: companies that operate in-person and/or online/internet sports books; companies that operate online/internet gambling platforms; and companies that provide infrastructure or technology to such companies. An index is unmanaged and is not available for direct investment.

 

The Roundhill Streaming Services & Technology ETF is designed to offer retail and institutional investors exposure to the streaming industry. The fund consists of companies from across the globe who are actively involved in the business of streaming. This classification includes companies that operate direct-to-consumer streaming services including video, audio, livestreaming; and companies that create infrastructure or technology necessary to facilitate streaming.

 

The Roundhill Pro Sports, Media & Apparel ETF is designed to offer retail and institutional investors exposure to the world of professional sports. The fund consists of companies from across the globe who are actively involved in the business of sports. This classification includes professional sports teams and franchises; professional sports leagues; sports media and apparel companies.

 

The Roundhill Ball Metaverse ETF is designed to offer retail and institutional investors exposure to the Metaverse by providing investment results that closely correspond, before fees and expenses, to the performance of the Ball Metaverse Index. The “Metaverse” may be defined as a successor to the current internet that will be interoperable, persistent, synchronous, open to unlimited participants with a fully functioning economy, and an experience that spans the virtual and ‘real’ world. An index is unmanaged and is not available for direct investment.

 

The Roundhill IO Digital Infrastructure ETF is designed to offer retail and institutional investors exposure to digital infrastructure by seeking to provide investment results that track, before fees and expenses, the performance of the IO Digital Infrastructure Index. Digital infrastructure is comprised of the high-tech physical assets that support the efficient storage and transmission of data, powering the internet. These assets include fixed-line, high-speed data transmission technology (such as fiber optic cable and certain “last-mile” technologies that bring data to and from the end-user); data centers; mobile towers and related infrastructure; and other long-lived physical infrastructure assets. An index is unmanaged and is not available for direct investment.

 

17

 

 

Roundhill ETFs

Performance Overview

December 31, 2021 (Unaudited) (Continued)

 

 

The Roundhill MEME ETF is designed to offer retail and institutional investors exposure to “meme stocks” by providing investment results that closely track the performance, before fees and expenses, of the Solactive Roundhill Meme Stock Index (“MEME Index”). The MEME ETF is the first ETF globally explicitly designed to track the performance of meme stocks. The MEME Index consists of 25 equal-weighted U.S. listed equity securities that exhibit a combination of elevated social media activity and high short interest. Short interest is calculated by the percentage of a security’s float which are currently sold short. Social media activity and short interest data are supplied by third-party data providers. The index is rebalanced every two weeks, in order to best attempt to capture trending stocks as they emerge. Due to the MEME Index’s focus on stocks that are both highly shorted and subject to increased retail sentiment, as well as the fund’s high turnover given bi-weekly rebalances, MEME may experience significantly greater volatility than conventional equity ETFs or mutual funds. An index is unmanaged and is not available for direct investment.

 

The Solactive GBS Developed Markets Large & Mid Cap USD and the Solactive GBS Global Markets Large & Mid Cap USD part of the Solactive Global Benchmark Series which includes benchmark indices for developed and emerging market countries. The index intends to track the performance of the large and mid cap segment covering approximately the largest 85% of the free-float market capitalization in the Developed Markets. It is calculated as a Total Return index in USD and weighted by free-float market capitalization.

 

The Solactive GBS United States All Cap USD is part of the Solactive Global Benchmark Series which includes benchmark indices for developed and emerging market countries. The index intends to track the performance of the all cap covering approximately the largest 100% of the free-float market capitalization in the United States. It is calculated as a total return index in USD and weighted by free-float market capitalization.

 

18

 

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 99.8%

               

Computers — 17.4%

               

Asetek A/S (a)(b)(f)

    192,531     $ 895,158  

Asustek Computer, Inc. (b)

    96,349       1,309,402  

Cherry AG (a)(b)

    20,646       584,620  

Corsair Gaming, Inc. (a)(f)

    139,285       2,926,378  

Guillemot Corp. (b)

    25,952       436,198  

Keywords Studios PLC (b)

    37,526       1,495,327  

Logitech International SA (b)

    15,439       1,302,694  

Razer, Inc. (a)(b)(c)

    6,072,000       1,884,771  
              10,834,548  

Electronics — 5.0%

               

Micro-Star International Co., Ltd. (b)

    209,566       1,215,721  

Turtle Beach Corp. (a)

    86,573       1,927,115  
              3,142,836  

Internet — 12.3%

               

AfreecaTV Co., Ltd. (b)

    11,175       1,905,508  

NCSoft Corp. (b)

    2,101       1,136,440  

Sea, Ltd. - ADR (a)(b)

    8,251       1,845,831  

Tencent Holdings, Ltd. (b)

    47,800       2,800,693  
              7,688,472  

Media — 4.9%

               

Modern Times Group MTG AB - Class B (a)(b)

    300,142       3,063,130  
                 

Semiconductors — 2.1%

               

NVIDIA Corp.

    4,513       1,327,318  
                 

Software — 56.1% (e)

               

Activision Blizzard, Inc.

    48,714       3,240,942  

Bilibili, Inc. - ADR (a)(b)(f)

    34,311       1,592,030  

Capcom Co., Ltd. (b)

    52,000       1,222,839  

CD Projekt SA (b)

    28,584       1,368,066  

Com2uS Corp. (b)

    10,717       1,426,229  

DeNA Co., Ltd. (b)

    82,300       1,265,714  

DouYu International Holdings, Ltd. - ADR (a)(b)

    1,125,794       2,972,096  

Electronic Arts, Inc.

    15,038       1,983,512  

Enthusiast Gaming Holdings, Inc. (a)(b)(f)

    621,357       1,829,908  

HUYA, Inc. - ADR (a)(b)

    382,288     2,653,079  

Konami Holdings Corp. (b)

    24,700       1,184,004  

Krafton, Inc. (a)(b)

    6,897       2,668,871  

NetEase, Inc. - ADR (b)

    18,506       1,883,541  

Nexon Co., Ltd. (b)

    63,700       1,230,244  

Play Magnus AS (a)(b)

    147,792       247,038  

Skillz, Inc. (a)(f)

    228,579       1,700,628  

Square Enix Holdings Co., Ltd. (b)

    24,500       1,255,265  

Take-Two Interactive Software, Inc. (a)

    11,466       2,037,737  

Ubisoft Entertainment SA (a)(b)

    40,236       1,970,734  

Unity Software, Inc. (a)

    9,094       1,300,351  
              35,032,828  

Toys/Games/Hobbies — 2.0%

               

Nintendo Co., Ltd. (b)

    2,700       1,257,913  

TOTAL COMMON STOCKS (Cost $80,197,235)

            62,347,045  
                 

SHORT-TERM INVESTMENTS — 0.2%

               

Money Market Funds — 0.2%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    103,859       103,859  

TOTAL SHORT-TERM INVESTMENTS (Cost $103,859)

               
                 

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING — 9.0%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    5,648,543       5,648,543  

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING (Cost $5,648,543)

               
                 

TOTAL INVESTMENTS (Cost $85,949,637) — 109.0%

            68,099,447  

Other assets and liabilities, net — (9.0)%

            (5,624,038 )

NET ASSETS — 100.0%

          $ 62,475,409  

 

ADR American Depositary Receipt

 

PLC Public Limited Company

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

Security exempt from registration pursuant to Rule 144a under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

 

(d)

The rate shown is the seven-day yield at period end.

 

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

 

19

 

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

(e)

To the extent the Fund invests more heavily in particular sectors of the economy or countries, its performance will be especially sensitive to developments that significantly affect those sectors or countries.

 

(f)

All or a portion of this security is on loan as of December 31, 2021. The market value of securities out on loan is $5,292,797.

 

Percentages are stated as a percent of net assets.

 

COUNTRY

Percentage
of Net
Assets

United States

26.4%

Cayman Islands

25.0%(e)

Japan

11.9%

Republic of Korea

11.4%

Sweden

4.9%

Taiwan

4.0%

France

3.9%

Canada

2.9%

United Kingdom

2.4%

Poland

2.2%

Switzerland

2.1%

Denmark

1.4%

Germany

0.9%

Norway

0.4%

Total Country

99.8%

SHORT-TERM INVESTMENTS

0.2%

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING

9.0%

TOTAL INVESTMENTS

109.0%

Other assets and liabilities, net

-9.0%

NET ASSETS

100.0%

 

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

 

20

 

 

Roundhill Sports Betting & iGaming ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 99.8%

               

Advertising — 0.1%

               

XLMedia PLC (a)(b)

    804,993     $ 419,773  
                 

Entertainment — 86.7% (e)

               

888 Holdings PLC (b)

    935,558       3,814,156  

Angler Gaming PLC (b)

    826,762       1,031,872  

Aspire Global PLC (a)(b)(c)

    42,159       386,487  

Bally’s Corp. (a)

    163,457       6,221,174  

bet-at-home.com AG (b)

    13,479       198,962  

Betmakers Technology Group, Ltd. (a)(b)

    9,874,424       5,743,365  

Betsson AB (a)(b)

    1,013,353       6,116,706  

BlueBet Holdings, Ltd. (a)(b)

    1,547,910       1,654,351  

Caesars Entertainment, Inc. (a)

    107,197       10,026,135  

Churchill Downs, Inc.

    50,142       12,079,208  

DraftKings, Inc. - Class A (a)

    377,502       10,369,980  

Entain PLC (a)(b)

    642,384       14,643,338  

Evolution Gaming Group AB (b)(c)

    86,859       12,339,286  

Flutter Entertainment PLC (a)(b)

    95,183       15,161,004  

Gaming Realms PLC (a)(b)

    830,229       363,213  

GAN, Ltd. (a)(b)

    893,991       8,215,777  

Genius Sports, Ltd. (a)(b)(f)

    709,842       5,394,799  

International Game Technology PLC (b)

    285,427       8,251,695  

Kambi Group PLC (a)(b)

    598,552       17,069,658  

Kindred Group PLC - SDR (b)

    1,472,831       17,520,049  

La Francaise des Jeux SAEM (b)(c)

    162,518       7,196,737  

LeoVegas AB (b)(c)

    1,009,445       3,906,731  

NEOGAMES SA (a)(b)

    228,690       6,353,008  

OPAP SA (b)

    529,402       7,507,412  

Penn National Gaming, Inc. (a)

    255,800       13,263,230  

PointsBet Holdings, Ltd. (a)(b)

    1,522,228       7,802,495  

Rush Street Interactive, Inc. (a)

    908,074       14,983,221  

Scientific Games Corp. (a)

    105,287       7,036,330  

Sportradar Holding AG - Class A (a)(b)(f)

    544,800       9,572,136  

Tabcorp Holdings, Ltd. (b)

    3,332,653       12,163,498  

Tokyotokeiba Co., Ltd. (b)

    146,600       5,429,630  
              251,815,643  

Internet — 3.4%

               

Catena Media PLC (a)(b)(f)

    1,272,761     7,411,208  

Gambling.com Group, Ltd. (a)(b)

    210,464       2,136,210  

Gaming Innovation Group, Inc. (a)

    123,040       250,034  
              9,797,452  

Lodging — 5.8%

               

Boyd Gaming Corp. (a)

    128,290       8,411,975  

MGM Resorts International

    184,833       8,295,305  
              16,707,280  

Software — 3.8%

               

Better Collective AS (a)(b)(f)

    120,449       2,620,813  

Bragg Gaming Group, Inc. (a)(b)(f)

    262,552       1,334,429  

Playtech PLC (a)(b)

    715,820       7,101,870  
              11,057,112  

TOTAL COMMON STOCKS (Cost $350,612,069)

            289,797,260  
                 

SHORT-TERM INVESTMENTS — 0.3%

               

Money Market Funds — 0.3%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    881,917       881,917  

TOTAL SHORT-TERM INVESTMENTS (Cost $881,917)

               
                 

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING — 2.1%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    6,081,175       6,081,175  

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING (Cost $6,081,175)

               
                 

TOTAL INVESTMENTS (Cost $357,575,161) — 102.2%

            296,760,352  

Other assets and liabilities, net — (2.2)%

            (6,253,442 )

NET ASSETS — 100.0%

          $ 290,506,910  

 

PLC Public Limited Company

 

SDR Special Drawing Rights

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

Security exempt from registration pursuant to Rule 144a under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

 

(d)

The rate shown is the seven-day yield at period end.

 

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

 

21

 

 

Roundhill Sports Betting & iGaming ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

(e)

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.

 

(f)

All or a portion of this security is on loan as of December 31, 2021. The market value of securities out on loan is $5,734,034.

 

Percentages are stated as a percent of net assets.

 

COUNTRY

Percentage
of Net
Assets

United States

31.2%

Malta

14.9%

Australia

9.4%

Sweden

7.7%

Isle of Man

7.5%

Ireland

5.2%

Switzerland

3.3%

United Kingdom

3.0%

Bermuda

2.8%

Greece

2.6%

France

2.5%

Luxembourg

2.2%

Japan

1.9%

Guernsey

1.9%

Gibraltar

1.3%

Denmark

0.9%

Jersey

0.9%

Canada

0.5%

Germany

0.1%

Total Country

99.8%

SHORT-TERM INVESTMENTS

0.3%

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING

2.1%

TOTAL INVESTMENTS

102.2%

Other assets and liabilities, net

-2.2%

NET ASSETS

100.0%

 

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

 

22

 

 

Roundhill Streaming Services & Technology ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 99.9%

               

Advertising Agencies — 6.4%

               

Cliq Digital AG (b)

    15,474     $ 434,648  

CyberAgent, Inc. (b)

    18,300       304,166  

The Trade Desk, Inc. - Class A (a)

    4,569       418,703  
              1,157,517  

All Other Business Support Services — 5.3%

               

Bilibili, Inc. - ADR (a)(b)

    5,642       261,789  

DouYu International Holdings, Ltd. - ADR (a)(b)

    127,707       337,146  

HUYA, Inc. - ADR (a)(b)

    50,414       349,873  
              948,808  

All Other Information Services — 2.3%

               

LiveRamp Holdings, Inc. (a)

    8,719       418,076  
                 

All Other Publishers — 1.5%

               

Chicken Soup For The Soul Entertainment, Inc. (a)(e)

    19,096       264,289  
                 

Audio and Video Equipment Manufacturing — 3.9%

               

Sonos, Inc. (a)

    13,949       415,680  

Vizio Holding Corp. - Class A (a)(e)

    14,513       281,988  
              697,668  

Cable and Other Subscription Programming — 12.2%

               

Comcast Corp. - Class A

    13,530       680,965  

Discovery, Inc. - Class A (a)(e)

    25,774       606,720  

Roku, Inc. (a)

    3,946       900,477  
              2,188,162  

Custom Computer Programming Services — 2.1%

               

Magnite, Inc. (a)

    21,401     374,518  
                 

Electronic Shopping and Mail-Order Houses — 1.7%

               

Amazon.com, Inc. (a)

    91       303,425  
                 

Electronics Stores — 1.3%

               

AMC Networks, Inc. - Class A (a)

    6,605       227,476  
                 

Financial Transaction Processing, Reserve and Clearinghouse Activities — 1.2%

               

CuriosityStream, Inc. (a)

    35,313       209,406  
                 

Independent Artists, Writers, and Performers — 2.1%

               

iQIYI, Inc. - ADR (a)(b)

    83,200       379,392  
                 

Motion Picture and Video Production — 4.2%

               

fuboTV, Inc. (a)

    29,418       456,568  

Lions Gate Entertainment Corp. - Class A (a)(b)

    17,549       292,015  
              748,583  

Other Electronic Component Manufacturing — 1.8%

               

Alphabet, Inc. - Class A (a)

    110       318,674  
                 

Radio and Television Broadcasting and Wireless Communication Equipment — 2.1%

               

Apple, Inc.

    2,140       380,000  
                 

Radio Networks — 16.0%

               

iHeartMedia, Inc. - Class A (a)

    21,514       452,655  

MultiChoice Group (b)

    59,078       451,710  

Sirius XM Holdings, Inc. (e)

    72,617       461,118  

Spotify Technology SA (a)(b)

    3,892       910,845  

Tencent Music Entertainment Group - ADR (a)(b)

    85,874       588,237  
              2,864,565  

Software Publishers — 6.2%

               

Akamai Technologies, Inc. (a)

    4,439       519,541  

J-Stream, Inc. (b)

    90,600       585,353  
              1,104,894  

Sporting and Athletic Goods Manufacturing — 3.0%

               

Peloton Interactive, Inc. - Class A (a)

    15,209       543,874  
                 

 

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

 

23

 

 

Roundhill Streaming Services & Technology ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

Description

 

Shares

   

Value

 

Television Broadcasting — 19.4%

               

AfreecaTV Co., Ltd. (b)

    3,810     $ 649,663  

Inke, Ltd. (a)(b)

    1,762,000       379,688  

Kuaishou Technology (a)(b)(c)

    38,200       353,028  

Nordic Entertainment Group AB - Class B (a)(b)

    8,281       429,148  

The Walt Disney Co. (a)

    6,840       1,059,447  

ViacomCBS, Inc. - Class B

    20,186       609,213  
              3,480,187  

Video Tape and Disc Rental — 5.4%

               

Netflix, Inc. (a)

    1,595       960,892  
                 

Wireless Telecommunications Carriers — 1.8%

               

AT&T, Inc.

    12,945       318,447  

TOTAL COMMON STOCKS (Cost $30,256,262)

            17,888,853  
                 

SHORT-TERM INVESTMENTS — 0.3%

               

Money Market Funds — 0.3%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    48,967       48,967  

TOTAL SHORT-TERM INVESTMENTS (Cost $48,967)

               
                 

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING — 8.0%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    1,435,355       1,435,355  

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING (Cost $1,435,355)

               
                 

TOTAL INVESTMENTS (Cost $31,740,584) — 108.2%

            19,373,175  

Other assets and liabilities, net — (8.2)%

            (1,462,848 )

NET ASSETS — 100.0%

          $ 17,910,327  

 

ADR American Depositary Receipt

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

Security exempt from registration pursuant to Rule 144a under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

 

(d)

The rate shown is the seven-day yield at period end.

 

(e)

All or a portion of this security is on loan as of December 31, 2021. The market value of securities out on loan is $1,363,669.

 

Percentages are stated as a percent of net assets.

 

COUNTRY

Percentage
of Net
Assets

United States

62.5%

Cayman Islands

14.8%

Luxembourg

5.1%

Japan

5.0%

Republic of Korea

3.6%

South Africa

2.5%

Germany

2.4%

Sweden

2.4%

Canada

1.6%

Total Country

99.9%

SHORT-TERM INVESTMENTS

0.3%

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING

8.0%

TOTAL INVESTMENTS

108.2%

Other assets and liabilities, net

-8.2%

NET ASSETS

100.0%

 

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

 

24

 

 

Roundhill Pro Sports, Media & Apparel ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 99.6%

               

Apparel — 15.4%

               

adidas AG (b)

    437     $ 125,830  

Asics Corp. (b)

    5,700       126,221  

Fila Holdings Corp. (b)

    4,103       123,737  

NIKE, Inc. - Class B

    831       138,503  

Puma SE (b)

    1,101       134,597  

Under Armour, Inc. - Class A (a)

    5,417       114,786  
              763,674  

Auto Manufacturers — 2.8%

               

Ferrari NV (b)

    541       140,021  
                 

Entertainment — 40.7% (d)

               

AFC Ajax NV (a)(b)

    811       13,511  

AS Roma SpA (a)(b)(e)

    506,417       175,073  

Besiktas Futbol Yatirimlari Sanayi ve Ticaret AS (a)(b)

    239,223       74,759  

Birmingham Sports Holdings, Ltd. (a)(b)

    820,000       9,676  

Borussia Dortmund GmbH & Co. KGaA (a)(b)(e)

    58,326       287,866  

Fenerbahce Futbol AS (a)(b)

    47,047       99,764  

Galatasaray Sportif Sinai ve Ticari Yatirimlar AS (a)(b)

    338,949       82,952  

Juventus Football Club SpA (a)(b)

    456,545       179,119  

Liberty Media Corp. - Liberty Braves - Class C (a)

    10,236       287,632  

Madison Square Garden Entertainment Corp. (a)

    1,847       129,918  

Madison Square Garden Sports Corp. (a)

    1,645       285,786  

Manchester United PLC - Class A (b)

    19,650       279,816  

OL Groupe SA (a)(b)

    1,965       4,469  

Societa Sportiva Lazio SpA (a)(b)

    21,604       25,600  

Trabzonspor Sportif Yatirim ve Futbol Isletmeciligi TAS (a)(b)

    180,803       82,507  
              2,018,448  

Leisure Time — 8.0%

               

Acushnet Holdings Corp.

    2,524     133,974  

Callaway Golf Co. (a)

    4,700       128,968  

Mizuno Corp. (b)

    6,800       132,510  
              395,452  

Media — 18.7%

               

Endeavor Group Holdings, Inc. - Class A (a)

    7,807       272,386  

Liberty Media Corp. - Liberty Formula One - Class C (a)

    5,282       334,034  

Sinclair Broadcast Group, Inc. - Class A

    5,208       137,647  

World Wrestling Entertainment, Inc. - Class A

    3,739       184,482  
              928,549  

Pre-Combination Special Purpose Acquisition Companies — 7.7%

               

B Riley Principal 150 Merger Corp. - Class A (a)

    8,970       90,777  

Goal Acquisitions Corp. (a)

    3,042       30,846  

RedBall Acquisition Corp. - Class A (a)(b)

    9,155       90,817  

Slam Corp. - Class A (a)(b)

    9,551       93,122  

Sports Ventures Acquisition Corp. - Class A (a)(b)

    2,597       25,295  

SportsTek Acquisition Corp. (a)

    4,830       48,155  
              379,012  

Retail — 2.5%

               

ANTA Sports Products, Ltd. (b)

    8,400       125,952  
                 

Telecommunications — 3.8%

               

BCE, Inc. (b)

    1,822       94,926  

Rogers Communications, Inc. - Class B (b)

    1,933       92,171  
              187,097  

TOTAL COMMON STOCKS (Cost $5,732,199)

            4,938,205  
                 

SHORT-TERM INVESTMENTS — 0.3%

               

Money Market Funds — 0.3%

               

First American Government Obligations Fund, Class X, 0.03% (c)

    14,363       14,363  

TOTAL SHORT-TERM INVESTMENTS (Cost $14,363)

               
                 

 

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

 

25

 

 

Roundhill Pro Sports, Media & Apparel ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

Description

 

Shares

   

Value

 

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING — 5.7%

               

First American Government Obligations Fund, Class X, 0.03% (c)

    283,000     $ 283,000  

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING (Cost - $283,000)

               
                 

TOTAL INVESTMENTS (Cost $6,029,562) — 105.6%

            5,235,568  

Other assets and liabilities, net — (5.6)%

            (276,782 )

NET ASSETS — 100.0%

          $ 4,958,786  

 

PLC Public Limited Company

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

The rate shown is the seven-day yield at period end.

 

(d)

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.

 

(e)

All or a portion of this security is on loan as of December 31, 2021. The market value of securities out on loan is $223,346.

 

Percentages are stated as a percent of net assets.

 

COUNTRY

Percentage
of Net
Assets

United States

46.6%

Cayman Islands

12.6%

Germany

11.1%

Italy

7.7%

Turkey

6.9%

Japan

5.2%

Canada

3.8%

Netherlands

3.1%

Republic of Korea

2.5%

France

0.1%

Total Country

99.6%

SHORT-TERM INVESTMENTS

0.3%

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING

5.7%

TOTAL INVESTMENTS

105.6%

Other assets and liabilities, net

-5.6%

NET ASSETS

100.0%

 

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

 

26

 

 

Roundhill Ball Metaverse ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 99.3%

               

Apparel — 0.5%

               

NIKE, Inc. - Class B

    27,206     $ 4,534,424  
                 

Commercial Services — 0.3%

               

Block, Inc. (a)

    7,592       1,226,184  

PayPal Holdings, Inc. (a)

    7,147       1,347,781  
              2,573,965  

Computers — 3.7%

               

Apple, Inc.

    195,834       34,774,243  
                 

Diversified Financial Services — 2.3%

               

Coinbase Global, Inc. - Class A (a)

    46,765       11,802,083  

Galaxy Digital Holdings, Ltd. (a)(b)

    527,487       9,458,560  
              21,260,643  

Electronic Equipment, Instruments & Components — 0.9%

               

HEXAGON AB (b)

    571,096       9,061,111  
                 

Home Furnishings — 3.0%

               

Sony Group Corp. (b)

    221,200       27,804,872  
                 

Internet — 26.4% (d)

               

Alibaba Group Holding, Ltd. - ADR (a)(b)

    58,901       6,996,850  

Alphabet, Inc. (a) - Class C

    5,458       15,793,214  

Amazon.com, Inc. (a)

    10,071       33,580,138  

Limelight Networks, Inc. (a)

    1,425,939       4,890,971  

Meta Platforms, Inc. - Class A (a)

    223,586       75,203,151  

NAVER Corp. (b)

    27,432       8,734,395  

Sea, Ltd. - ADR (a)(b)

    155,717       34,835,450  

Snap, Inc. - Class A (a)

    960,970       45,194,419  

Tencent Holdings, Ltd. (b)

    356,200       20,870,434  
              246,099,022  

Media — 1.1%

               

The Walt Disney Co. (a)

    68,625       10,629,326  
                 

Semiconductors — 22.2%

               

Advanced Micro Devices, Inc. (a)

    179,419     25,818,394  

Intel Corp.

    239,922       12,355,983  

NVIDIA Corp.

    265,577       78,108,852  

QUALCOMM, Inc.

    171,674       31,394,024  

Samsung Electronics Co., Ltd. (b)

    260,305       17,145,642  

Skyworks Solutions, Inc.

    54,679       8,482,900  

Taiwan Semiconductor Manufacturing Co., Ltd. - ADR (b)

    281,274       33,840,075  
              207,145,870  

Software — 37.1% (d)

               

Activision Blizzard, Inc.

    77,289       5,142,037  

Adobe, Inc. (a)

    17,583       9,970,616  

Akamai Technologies, Inc. (a)

    75,544       8,841,670  

Autodesk, Inc. (a)

    124,644       35,048,646  

Bentley Systems, Inc. - Class B

    121,589       5,876,396  

Cloudflare, Inc. - Class A (a)

    60,116       7,905,254  

Electronic Arts, Inc.

    115,415       15,223,239  

Fastly, Inc. - Class A (a)

    541,118       19,182,633  

Krafton, Inc. (a)(b)

    35,272       13,648,892  

Matterport, Inc. (a)(e)

    650,599       13,428,364  

Microsoft Corp.

    185,749       62,471,104  

PTC, Inc. (a)

    47,252       5,724,580  

ROBLOX Corp. - Class A (a)

    669,228       69,037,560  

Take-Two Interactive Software, Inc. (a)

    121,502       21,593,335  

Unity Software, Inc. (a)

    369,935       52,897,006  
              345,991,332  

Telecommunications — 1.3%

               

Lumen Technologies, Inc.

    729,621       9,156,744  

Planet Labs PBC (a)

    510,122       3,137,250  
              12,293,994  

Toys/Games/Hobbies — 0.5%

               

Nintendo Co., Ltd. (b)

    9,600       4,472,580  

TOTAL COMMON STOCKS (Cost $967,440,702)

            926,641,382  
                 

REAL ESTATE INVESTMENT TRUSTS — 0.5%

               

Equinix, Inc.

    5,341       4,517,631  

TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $4,274,364)

            4,517,631  
                 

SHORT-TERM INVESTMENTS — 0.3%

               

Money Market Funds — 0.3%

               

First American Government Obligations Fund, Class X, 0.03% (c)

    3,046,604       3,046,604  

TOTAL SHORT-TERM INVESTMENTS (Cost $3,046,604)

               
                 

 

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

 

27

 

 

Roundhill Ball Metaverse ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

Description

 

Shares

   

Value

 

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING — 1.4%

               

First American Government Obligations Fund, Class X, 0.03% (c)

    12,680,438     $ 12,680,438  

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING (Cost $12,680,438)

               
                 

TOTAL INVESTMENTS (Cost $987,442,108) — 101.5%

            946,886,055  

Other assets and liabilities, net — (1.5)%

            (13,827,045 )

NET ASSETS — 100.0%

          $ 933,059,010  

 

ADR American Depositary Receipt

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

The rate shown is the seven-day yield at period end.

 

(d)

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.

 

(e)

All or a portion of this security is on loan as of December 31, 2021. The market value of securities out on loan is $11,632,188.

 

Percentages are stated as a percent of net assets.

 

COUNTRY

Percentage
of Net
Assets

United States

79.3%

Cayman Islands

6.7%

Republic of Korea

4.2%

Taiwan

3.6%

Japan

3.5%

Canada

1.0%

Sweden

1.0%

Total Country

99.3%

REAL ESTATE INVESTMENT TRUSTS

0.5%

SHORT-TERM INVESTMENTS

0.3%

INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING

1.4%

TOTAL INVESTMENTS

101.5%

Other assets and liabilities, net

-1.5%

NET ASSETS

100.0%

 

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

 

28

 

 

Roundhill IO Digital Infrastructure ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 71.6%

               

Engineering & Construction — 6.6%

               

Cellnex Telecom SA (b)(c)

    222     $ 12,921  

China Tower Corp, Ltd. (b)(c)

    434,000       47,874  

Infrastrutture Wireless Italiane SpA (b)(c)

    1,228       14,914  

Sarana Menara Nusantara Tbk PT (b)

    410,300       32,386  

Superloop, Ltd. (a)(b)

    19,473       16,848  
              124,943  

Internet — 5.0%

               

ARTERIA Networks Corp. (b)

    1,000       13,417  

Cogent Communications Holdings, Inc.

    804       58,837  

SUNeVision Holdings, Ltd. (b)

    15,000       14,199  

Vnet Group, Inc. (a)(b)

    792       7,152  
              93,605  

Media — 40.2% (e)

               

Altice USA, Inc. - Class A (a)

    5,957       96,384  

Cable One, Inc.

    63       111,098  

Charter Communications, Inc. - Class A (a)

    183       119,310  

Cogeco Communications, Inc. (b)

    154       12,281  

Comcast Corp. - Class A

    1,188       59,792  

Liberty Global PLC - Class A (a)(b)

    4,461       123,748  

Liberty Latin America, Ltd. - Class C (a)(b)

    1,045       11,913  

NOS SGPS SA (b)

    3,403       13,196  

Quebecor, Inc. - Class B (b)

    568       12,838  

Telenet Group Holding NV (b)

    359       13,089  

Uniti Group, Ltd. (a)(b)

    40,758       131,867  

WideOpenWest, Inc. (a)

    2,416       51,992  
              757,508  

Telecommunications — 19.8%

               

Chorus, Ltd. (b)

    3,012       14,786  

Consolidated Communications Holdings, Inc. (a)

    6,199       46,368  

GDS Holdings, Ltd. (a)(b)

    242       11,413  

Lumen Technologies, Inc.

    7,663       96,171  

Megacable Holdings SAB de CV (b)

    24,732       84,583  

NetLink NBN Trust (b)

    18,713       13,880  

NEXTDC, Ltd. (a)(b)

    1,578       14,674  

Switch, Inc. - Class A

    2,244       64,268  

TIME dotCom Bhd (b)

    12,619       13,934  

Tower Bersama Infrastructure Tbk PT (b)

    66,300     13,723  
              373,800  

TOTAL COMMON STOCKS (Cost $1,355,707)

            1,349,856  
                 

REAL ESTATE INVESTMENT TRUSTS — 27.3% (e)

               

American Tower Corp.

    394       115,245  

Crown Castle International Corp.

    493       102,909  

CyrusOne, Inc.

    613       54,998  

Digital Realty Trust, Inc.

    263       46,517  

Equinix, Inc.

    60       50,751  

SBA Communications Corp.

    230       89,474  

Uniti Group, Inc.

    3,838       53,771  

TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $477,156)

            513,665  
                 

CLOSED END FUNDS — 0.8%

               

Digital Telecommunications Infrastructure Fund (b)

    35,973       14,969  

TOTAL CLOSED END FUNDS (Cost $14,421)

               
                 

SHORT-TERM INVESTMENTS — 2.4%

               

Money Market Funds — 2.4%

               

First American Government Obligations Fund, Class X, 0.03% (d)

    45,864       45,864  

TOTAL SHORT-TERM INVESTMENTS (Cost $45,864)

               
                 

TOTAL INVESTMENTS (Cost $1,893,148) — 102.1%

            1,924,354  

Other assets and liabilities, net — (2.1)%

            (40,027 )

NET ASSETS — 100.0%

          $ 1,884,327  

 

PLC Public Limited Company

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

Security exempt from registration pursuant to Rule 144a under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

 

(d)

The rate shown is the seven-day yield at period end.

 

(e)

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.

 

Percentages are stated as a percent of net assets.

 

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

 

29

 

 

Roundhill IO Digital Infrastructure ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

COUNTRY

Percentage
of Net
Assets

United States

37.4%

Australia

8.7%

United Kingdom

6.6%

Mexico

4.5%

China

2.5%

Indonesia

2.4%

Cayman Islands

1.7%

Canada

1.3%

Italy

0.8%

New Zealand

0.8%

Malaysia

0.7%

Singapore

0.7%

Japan

0.7%

Portugal

0.7%

Belgium

0.7%

Spain

0.7%

Bermuda

0.6%

Total Country

71.6%

REAL ESTATE INVESTMENT TRUSTS

27.3%

CLOSED END FUNDS

0.8%

SHORT-TERM INVESTMENTS

2.4%

TOTAL INVESTMENTS

102.1%

Other assets and liabilities, net

-2.1%

NET ASSETS

100.0%

 

 

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

 

30

 

 

Roundhill MEME ETF

Schedule of Investments

December 31, 2021

 

 

 

Description

 

Shares

   

Value

 

COMMON STOCKS — 99.7%

               

Auto Manufacturers —3.9%

               

Lucid Group, Inc. (a)

    2,157     $ 82,074  
                 

Biotechnology —3.5%

               

Moderna, Inc. (a)

    293       74,416  
                 

Commercial Services —11.9%

               

Block, Inc. (a)

    517       83,501  

Marathon Digital Holdings, Inc. (a)

    2,550       83,793  

Riot Blockchain, Inc. (a)

    3,714       82,934  
              250,228  

Diversified Financial Services — 4.5%

               

Upstart Holdings, Inc. (a)

    621       93,957  
                 

Electrical Components and Equipment — 4.1%

               

ChargePoint Holdings, Inc. (a)

    4,536       86,411  
                 

Entertainment — 7.7%

               

AMC Entertainment Holdings, Inc. - Class A (a)

    2,964       80,621  

DraftKings, Inc. - Class A (a)

    3,011       82,712  
              163,333  

Financial Services — 4.4%

               

Sofi Technologies, Inc. (a)

    5,892       93,152  
                 

Healthcare - Services — 3.6%

               

Clover Health Investments Corp. (a)

    20,599       76,628  
                 

Holding Companies - Diversified — 4.2%

               

Digital World Acquisition Corp. - Class A (a)

    1,725       88,717  
                 

Internet — 16.1%

               

Chewy, Inc. - Class A (a)

    1,576     92,937  

ContextLogic, Inc. - Class A (a)

    26,721       83,102  

Robinhood Markets, Inc. - Class A (a)

    4,519       80,257  

Roku, Inc. (a)

    366       83,521  
              339,817  

Leisure Time — 3.4%

               

Peloton Interactive, Inc. - Class A (a)

    2,034       72,736  
                 

Pharmaceuticals — 3.6%

               

Tilray, Inc. (a)

    10,816       76,037  
                 

Retail — 3.9%

               

GameStop Corp. - Class A (a)

    555       82,357  
                 

Semiconductors — 4.3%

               

Advanced Micro Devices, Inc. (a)

    627       90,225  
                 

Software — 20.6%

               

BlackBerry, Ltd. (a)(b)

    9,412       88,002  

Cloudflare, Inc. - Class A (a)

    642       84,423  

MongoDB, Inc. (a)

    174       92,107  

Palantir Technologies, Inc. - Class A (a)

    4,529       82,473  

ROBLOX Corp. - Class A (a)

    843       86,964  
              433,969  

TOTAL COMMON STOCKS (Cost $2,306,778)

            2,104,057  
                 

SHORT-TERM INVESTMENTS — 0.3%

               

Money Market Funds — 0.3%

               

First American Government Obligations Fund, Class X, 0.03% (c)

    6,203       6,203  

TOTAL SHORT-TERM INVESTMENTS (Cost $6,203)

               
                 

TOTAL INVESTMENTS (Cost $2,312,981) — 100.0%

            2,110,260  

Other assets and liabilities, net — (0.0)% (d)

            (1,038 )

NET ASSETS — 100.0%

          $ 2,109,222  

 

(a)

Non-income producing security.

 

(b)

Foreign issued security, or represents a foreign issued security.

 

(c)

The rate shown is the seven-day yield at period end.

 

(d)

Less than 0.05%

 

Percentages are stated as a percent of net assets.

 

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

 

31

 

 

Roundhill MEME ETF

Schedule of Investments

December 31, 2021 (Continued)

 

 

COUNTRY

Percentage
of Net
Assets

United States

95.5%

Canada

4.2%

Total Country

99.7%

SHORT-TERM INVESTMENTS

0.3%

TOTAL INVESTMENTS

100.0%

Other assets and liabilities, net

0.0%

NET ASSETS

100.0%

 

 

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

 

32

 

 

Roundhill ETFs

Statements of Assets and Liabilities

December 31, 2021

 

 

   

Roundhill
BITKRAFT
Esports & Digital
Entertainment
ETF

   

Roundhill
Sports Betting &
iGaming
ETF

   

Roundhill
Streaming
Services &
Technology
ETF

   

Roundhill Pro
Sports, Media &
Apparel
ETF

   

Roundhill Ball
Metaverse
ETF

 

Assets

                                       

Investments, at value (Cost $85,949,637, $357,575,161, $31,740,584, $6,029,562, and $987,442,108, respectively)(1)

  $ 68,099,447     $ 296,760,352     $ 19,373,175     $ 5,235,568     $ 946,886,055  

Cash

                            905  

Foreign currency, at value (Cost $0, $5,400, $0, $0, and $0, respectively)

          5,498                    

Receivable for Investment securities sold

                      1,580        

Dividends and interest receivable

    44,913       111,279       8,175       5,093       175,697  

Receivable for fund shares sold

                            10,318,287  

Securities lending income receivable

    6,837       5,597       1,012       2,706       118,234  

Total Assets

    68,151,197       296,882,726       19,382,362       5,244,947       957,499,178  
                                         

Liabilities

                                       

Payable for collateral on securities loaned (Note 7)

    5,648,543       6,081,175       1,435,355       283,000       12,680,438  

Foreign currency payable to custodian, at value (Cost $0, $0, $26,636, $0, and $0, respectively)

                25,100              

Due to Custodian

          115,093                    

Payable for investment securities purchased

                            11,207,363  

Payable to Adviser

    27,245       179,548       11,580       3,161       552,367  

Total Liabilities

    5,675,788       6,375,816       1,472,035       286,161       24,440,168  

Net Assets

  $ 62,475,409     $ 290,506,910     $ 17,910,327     $ 4,958,786     $ 933,059,010  
                                         

Net Assets Consists of:

                                       

Paid-in capital

  $ 84,094,498     $ 377,178,547     $ 35,738,785     $ 6,083,807     $ 991,633,247  

Total distributable earnings (accumulated losses)

    (21,619,089 )     (86,671,637 )     (17,828,458 )     (1,125,021 )     (58,574,237 )

Net Assets

  $ 62,475,409     $ 290,506,910     $ 17,910,327     $ 4,958,786     $ 933,059,010  
                                         

Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)

    2,500,000       11,675,000       1,975,000       375,000       61,525,000  

Net Asset Value, redemption price and offering price per share

  $ 24.99     $ 24.88     $ 9.07     $ 13.22     $ 15.17  
                                         

(1) Includes loaned securities with a value of:

  $ 5,292,797     $ 5,734,034     $ 1,363,669     $ 223,346     $ 11,632,188  

 

 

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

 

33

 

 

Roundhill ETFs

Statements of Assets and Liabilities

December 31, 2021 (Continued)

 

 

   

Roundhill
IO Digital
Infrastructure
ETF

   

Roundhill
MEME ETF

 

Assets

               

Investments, at value (Cost $1,893,148, and $2,312,981, respectively)

  $ 1,924,354     $ 2,110,260  

Dividends and interest receivable

    1,683        

Total Assets

    1,926,037       2,110,260  
                 

Liabilities

               

Payable for Investment securities purchased

    40,652        

Payable to Adviser

    1,058       1,038  

Total Liabilities

    41,710       1,038  

Net Assets

  $ 1,884,327     $ 2,109,222  
                 

Net Assets Consists of:

               

Paid-in capital

  $ 1,849,148     $ 2,318,237  

Total distributable earnings (accumulated losses)

    35,179       (209,015 )

Net Assets

  $ 1,884,327     $ 2,109,222  
                 

Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)

    125,000       150,000  

Net Asset Value, redemption price and offering price per share

  $ 15.07     $ 14.06  

 

 

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

 

34

 

 

Roundhill ETFs

Statements of Operations

For the Year or Period Ended December 31, 2021

 

 

   

Roundhill
BITKRAFT
Esports & Digital
Entertainment
ETF

   

Roundhill
Sports Betting &
iGaming
ETF

   

Roundhill
Streaming
Services &
Technology
ETF
(1)

   

Roundhill Pro
Sports, Media &
Apparel
ETF
(2)

   

Roundhill Ball
Metaverse
ETF
(3)

 

Investment Income

                                       

Dividend income (net of withholding taxes and issuance fees of $88,576, $204,637, $10,182, $2,877, and $60,309, respectively)

  $ 421,764     $ 3,509,265     $ 84,773     $ 31,713     $ 707,671  

Securities lending income, net

    180,543       462,719       15,973       8,463       140,580  

Interest income

    73       451       26       11       261  

Total investment income

    602,380       3,972,435       100,772       40,187       848,512  
                                         

Expenses

                                       

Advisory fees

    453,516       2,960,271       204,661       50,972       1,026,680  

Tax expense

    1,377       185       185       185       185  

Total expenses

    454,893       2,960,456       204,846       51,157       1,026,865  

Net investment income (loss)

    147,487       1,011,979       (104,074 )     (10,970 )     (178,353 )
                                         

Realized and Unrealized Gain (Loss) on Investments and Foreign Currency

                                       

Net realized gain (loss) from:

                                       

Investments

    9,659,435       82,396,259       (6,915,534 )     74,078       (6,672,971 )

Foreign currency transactions

    (66,307 )     (538,040 )     (17,724 )     (16,500 )     (216,620 )

Net realized gain (loss) on investments and foreign currency transactions

    9,593,128       81,858,219       (6,933,258 )     57,578       (6,889,591 )

Net change in unrealized appreciation/depreciation on:

                                       

Investments

    (31,265,501 )     (112,320,954 )     (12,367,409 )     (793,994 )     (40,556,053 )

Foreign currency translation

    196       (1,941 )     1,370       (18 )     (2,245 )

Net change in unrealized appreciation/depreciation on investments and foreign currency translation

    (31,265,305 )     (112,322,895 )     (12,366,039 )     (794,012 )     (40,558,298 )

Net realized and unrealized gain (loss) on investments and foreign currency

    (21,672,177 )     (30,464,676 )     (19,299,297 )     (736,434 )     (47,447,889 )

Net increase (decrease) in net assets from operations

  $ (21,524,690 )   $ (29,452,697 )   $ (19,403,371 )   $ (747,404 )   $ (47,626,242 )

 

(1)

The Fund commenced operations on February 9, 2021.

 

(2)

The Fund commenced operations on March 16, 2021.

 

(3)

The Fund commenced operations on June 29, 2021.

 

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

 

35

 

 

Roundhill ETFs

Statements of Operations

For the Year Ended December 31, 2021 (Continued)

 

 

   

Roundhill
IO Digital
Infrastructure
ETF
(4)

   

Roundhill
MEME ETF
(5)

 

Investment Income

               

Dividend income (net of withholding taxes and issuance fees of $145, and $0, respectively)

  $ 5,449     $  

Interest income

    1        

Total investment income

    5,450        
                 

Expenses

               

Advisory fees

    2,065       1,038  

Tax expense

    185        

Total expenses

    2,250       1,038  

Net investment income (loss)

    3,200       (1,038 )
                 

Realized and Unrealized Gain (Loss) on Investments and Foreign Currency

               

Net realized gain (loss) from:

               

Investments

    5,465       (11,129 )

Foreign currency transactions

    (57 )      

Net realized gain (loss) on investments and foreign currency transactions

    5,408       (11,129 )

Net change in unrealized appreciation/depreciation on:

               

Investments

    31,206       (202,721 )

Foreign currency translation

    (33 )      

Net change in unrealized appreciation/depreciation on investments and foreign currency translation

    31,173       (202,721 )

Net realized and unrealized gain (loss) on investments and foreign currency

    36,581       (213,850 )

Net increase (decrease) in net assets from operations

  $ 39,781     $ (214,888 )

 

(4)

The Fund commenced operations on October 27, 2021.

 

(5)

The Fund commenced operations on December 7, 2021.

 

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

 

36

 

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

Statements of Changes in Net Assets

 

 

 

   

Year
Ended
December 31,
2021

   

Year
Ended
December 31,
2020

 

From Operations

               

Net investment income

  $ 147,487     $ 52,480  

Net realized gain on investments and foreign currency transactions

    9,593,128       7,254,180  

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    (31,265,305 )     12,969,681  

Net increase (decrease) in net assets resulting from operations

    (21,524,690 )     20,276,341  
                 

From Distributions

               

Distributable earnings

    (13,010 )     (775,814 )

Total distributions

    (13,010 )     (775,814 )
                 

From Capital Share Transactions

               

Proceeds from shares sold

    70,936,003       66,790,205  

Cost of shares redeemed

    (60,721,313 )     (23,404,637 )

Transaction fees (Note 4)

    81,181       21,385  

Net increase in net assets resulting from capital share transactions

    10,295,871       43,406,953  
                 

Total Increase (Decrease) in Net Assets

    (11,241,829 )     62,907,480  
                 

Net Assets

               

Beginning of year

    73,717,238       10,809,758  

End of year

  $ 62,475,409     $ 73,717,238  
                 

Changes in Shares Outstanding

               

Shares outstanding, beginning of year

    2,450,000       675,000  

Shares sold

    2,150,000       2,725,000  

Shares redeemed

    (2,100,000 )     (950,000 )

Shares outstanding, end of year

    2,500,000       2,450,000  

 

 

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

 

37

 

 

Roundhill Sports Betting & iGaming ETF

Statements of Changes in Net Assets

 

 

 

   

Year
Ended
December 31,
2021

   

Period
Ended
December 31,
2020
(1)

 

From Operations

               

Net investment income

  $ 1,011,979     $ 624,257  

Net realized gain on investments and foreign currency transactions

    81,858,219       5,640,205  

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    (112,322,895 )     51,505,784  

Net increase (decrease) in net assets resulting from operations

    (29,452,697 )     57,770,246  
                 

From Distributions

               

Distributable earnings

          (550,629 )

Return of capital

          (8,305 )

Total distributions

          (558,934 )
                 

From Capital Share Transactions

               

Proceeds from shares sold

    441,244,838       183,892,167  

Cost of shares redeemed

    (328,186,713 )     (34,212,905 )

Transaction fees (Note 4)

    10,185       723  

Net increase in net assets resulting from capital share transactions

    113,068,310       149,679,985  
                 

Total Increase in Net Assets

    83,615,613       206,891,297  
                 

Net Assets

               

Beginning of period

    206,891,297        

End of period

  $ 290,506,910     $ 206,891,297  
                 

Changes in Shares Outstanding

               

Shares outstanding, beginning of period

    8,000,000        

Shares sold

    14,650,000       9,850,000  

Shares redeemed

    (10,975,000 )     (1,850,000 )

Shares outstanding, end of period

    11,675,000       8,000,000  

 

(1)

The Fund commenced operations on June 3, 2020.

 

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

 

38

 

 

Roundhill Streaming Services & Technology ETF

Statement of Changes in Net Assets

 

 

 

   

Period
Ended
December 31,
2021
(1)

 

From Operations

       

Net investment loss

  $ (104,074 )

Net realized loss on investments and foreign currency transactions

    (6,933,258 )

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    (12,366,039 )

Net decrease in net assets resulting from operations

    (19,403,371 )
         

From Capital Share Transactions

       

Proceeds from shares sold

    55,381,855  

Cost of shares redeemed

    (18,077,775 )

Transaction fees (Note 4)

    9,618  

Net increase in net assets resulting from capital share transactions

    37,313,698  
         

Total Increase in Net Assets

    17,910,327  
         

Net Assets

       

Beginning of period

     

End of period

  $ 17,910,327  
         

Changes in Shares Outstanding

       

Shares outstanding, beginning of period

     

Shares sold

    3,600,000  

Shares redeemed

    (1,625,000 )

Shares outstanding, end of period

    1,975,000  

 

(1)

The Fund commenced operations on February 9, 2021.

 

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

 

39

 

 

Roundhill Pro Sports, Media & Apparel ETF

Statement of Changes in Net Assets

 

 

 

   

Period
Ended
December 31,
2021
(1)

 

From Operations

       

Net investment loss

  $ (10,970 )

Net realized gain on investments and foreign currency transactions

    57,578  

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    (794,012 )

Net decrease in net assets resulting from operations

    (747,404 )
         

From Capital Share Transactions

       

Proceeds from shares sold

    15,359,053  

Cost of shares redeemed

    (9,667,103 )

Transaction fees (Note 4)

    14,240  

Net increase in net assets resulting from capital share transactions

    5,706,190  
         

Total Increase in Net Assets

    4,958,786  
         

Net Assets

       

Beginning of period

     

End of period

  $ 4,958,786  
         

Changes in Shares Outstanding

       

Shares outstanding, beginning of period

     

Shares sold

    1,050,000  

Shares redeemed

    (675,000 )

Shares outstanding, end of period

    375,000  

 

(1)

The Fund commenced operations on March 16, 2021.

 

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

 

40

 

 

Roundhill Ball Metaverse ETF

Statement of Changes in Net Assets

 

 

 

   

Period
Ended
December 31,
2021
(1)

 

From Operations

       

Net investment loss

  $ (178,353 )

Net realized loss on investments and foreign currency transactions

    (6,889,591 )

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    (40,558,298 )

Net decrease in net assets resulting from operations

    (47,626,242 )
         

From Capital Share Transactions

       

Proceeds from shares sold

    1,051,713,977  

Cost of shares redeemed

    (71,116,640 )

Transaction fees (Note 4)

    87,915  

Net increase in net assets resulting from capital share transactions

    980,685,252  
         

Total Increase in Net Assets

    933,059,010  
         

Net Assets

       

Beginning of period

     

End of period

  $ 933,059,010  
         

Changes in Shares Outstanding

       

Shares outstanding, beginning of period

     

Shares sold

    66,300,000  

Shares redeemed

    (4,775,000 )

Shares outstanding, end of period

    61,525,000  

 

(1)

The Fund commenced operations on June 29, 2021.

 

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

 

41

 

 

Roundhill IO Digital Infrastructure ETF

Statement of Changes in Net Assets

 

 

 

   

Period
Ended
December 31,
2021
(1)

 

From Operations

       

Net investment income

  $ 3,200  

Net realized gain on investments and foreign currency transactions

    5,408  

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    31,173  

Net increase in net assets resulting from operations

    39,781  
         

From Distributions

       

Distributable earnings

    (4,602 )

Total distributions

    (4,602 )
         

From Capital Share Transactions

       

Proceeds from shares sold

    1,849,012  

Transaction fees (Note 4)

    136  

Net increase in net assets resulting from capital share transactions

    1,849,148  
         

Total Increase in Net Assets

    1,884,327  
         

Net Assets

       

Beginning of period

     

End of period

  $ 1,884,327  
         

Changes in Shares Outstanding

       

Shares outstanding, beginning of period

     

Shares sold

    125,000  

Shares outstanding, end of period

    125,000  

 

(1)

The Fund commenced operations on October 27, 2021.

 

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

 

42

 

 

Roundhill MEME ETF

Statement of Changes in Net Assets

 

 

 

   

Period
Ended
December 31,
2021
(1)

 

From Operations

       

Net investment loss

  $ (1,038 )

Net realized loss on investments and foreign currency transactions

    (11,129 )

Net change in net unrealized appreciation/depreciation on investments and foreign currency translation

    (202,721 )

Net decrease in net assets resulting from operations

    (214,888 )
         

From Capital Share Transactions

       

Proceeds from shares sold

    3,018,945  

Cost of shares redeemed

    (694,835 )

Net increase in net assets resulting from capital share transactions

    2,324,110  
         

Total Increase in Net Assets

    2,109,222  
         

Net Assets

       

Beginning of period

     

End of period

  $ 2,109,222  
         

Changes in Shares Outstanding

       

Shares outstanding, beginning of period

     

Shares sold

    200,000  

Shares redeemed

    (50,000 )

Shares outstanding, end of period

    150,000  

 

(1)

The Fund commenced operations on December 7, 2021.

 

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

 

43

 

 

Roundhill ETFs

Financial Highlights

 

 

 

   

Per Share
Operating
Performance
(For a
share
outstanding throughout each period)

     
           

Income from
investment
operations:

   

Less
Distributions Paid From:

 

 

Net Asset
Value,
Beginning
of Period

   

Net
investment
income
(loss)
(1)

   

Net realized
and
unrealized
gain
(loss) on
investments

   

Total from
investment
operations

   

Net
investment
income

   

Net realized
gains

 

Total
distributions
paid

   

Roundhill BITKRAFT Esports & Digital Entertainment ETF

                                 

For the year 01/01/2021 - 12/31/2021

  $ 30.09       0.05       (5.17 )     (5.12 )   (0.01 )     (0.01 )  

For the year 01/01/2020 - 12/31/2020

  $ 16.01       0.04       14.34       14.38     (0.10 )   (0.22 ) (0.32 )  

For the period 06/03/2019(7) - 12/31/2019

  $ 14.86       0.08       1.11       1.19     (0.05 )     (0.05 )  

Roundhill Sports Betting & iGaming ETF

                                   

For the year 01/01/2021 - 12/31/2021

  $ 25.86       0.08       (1.06 )     (0.98 )            

For the period 06/03/2020(7) - 12/31/2020

  $ 15.41       0.11       10.41       10.52     (0.07 )     (0.07 )  

Roundhill Streaming Services & Technology ETF

                                 

For the period 02/09/2021(7) - 12/31/2021

  $ 15.38       (0.04 )     (6.27 )     (6.31 )            

Roundhill Pro Sports, Media & Apparel ETF

                                   

For the period 03/16/2021(7) - 12/31/2021

  $ 15.08       (0.02 )     (1.86 )     (1.88 )            

Roundhill Ball Metaverse ETF

                                         

For the period 06/29/2021(7) - 12/31/2021

  $ 15.07       (0.01 )     0.10 (9)      0.09              

Roundhill IO Digital Infrastructure ETF

                                         

For the period 10/27/2021(7) - 12/31/2021

  $ 14.85       0.03       0.23       0.26     (0.04 )     (0.04 )  

Roundhill MEME ETF

                                         

For the period 12/07/2021(7) - 12/31/2021

  $ 15.64       (0.01 )     (1.57 )     (1.58 )            

 

 

(1)

Per share net investment income (loss) was calculated using average shares outstanding.

 

(2)

Annualized for periods less than one year.

 

(3)

Total return in the table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.

 

(4)

Not annualized for periods less than one year.

 

(5)

Excludes in-kind transactions associated with creations and redemptions of the Fund.

 

(6)

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.

 

(7)

Commencement of operations.

 

(8)

Less than $0.005.

 

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

 

44

 

 

Roundhill ETFs

Financial Highlights

 

 

 

Per Share
Operating
Performance
(For a share
outstanding
throughout
each period)

 

Ratios/
Supplemental
Data

 

Capital Share
Transactions:

                                 

Ratios to
Average Net
Assets of:
(2)

         

Transaction
fees
(see Note 4)

 

Net Asset
Value, End
of Period

   

Total return,
at NAV
(3)(4)

   

Total return,
at Market
(3)(4)

   

Net assets,
end of period
(000’s)

   

Expenses,
before
waivers

   

Expenses,
after
waivers

   

Net
investment
income
(loss), before
waivers

   

Net
investment
income
(loss), after
waivers

   

Portfolio
turnover
rate
(4)(5)

 
                                                                         

0.03

  $ 24.99       -16.93 %     -17.57 %   $ 62,475       0.50 %     0.50 %     0.16 %     0.16 %     52 %

0.02

  $ 30.09       89.88 %(6)     89.62 %(6)   $ 73,717       0.50 %     0.44 %     0.12 %     0.18 %     93 %

0.01

  $ 16.01       8.11 %(6)     8.42 %(6)   $ 10,810       0.50 %     0.25 %     0.65 %     0.90 %     34 %
                                                                         

0.00(8)

  $ 24.88       -3.78 %     -3.91 %   $ 290,507       0.75 %     0.75 %     0.26 %     0.26 %     52 %

0.00(8)

  $ 25.86       68.28 %     68.15 %   $ 206,891       0.75 %     0.75 %     0.92 %     0.92 %     43 %
                                                                         

0.00(8)

  $ 9.07       -41.04 %     -41.16 %   $ 17,910       0.75 %     0.75 %     -0.38 %     -0.38 %     61 %
                                                                         

0.02

  $ 13.22       -12.31 %     -12.67 %   $ 4,959       0.75 %     0.75 %     -0.16 %     -0.16 %     41 %
                                                                         

0.01

  $ 15.17       0.63 %     0.73 %   $ 933,059       0.75 %     0.75 %     -0.13 %     -0.13 %     41 %
                                                                         

0.00(8)

  $ 15.07       1.76 %     2.01 %   $ 1,884       0.81 %(10)     0.81 %(10)     1.16 %     1.16 %     3 %
                                                                         

  $ 14.06       -10.09 %     -10.10 %   $ 2,109       0.69 %     0.69 %     -0.69 %     -0.69 %     32 %

 

 

(9)

Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statements of Operations due to share transactions for the period.

 

(10)

Includes tax expense of 0.06%.

 

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

 

45

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021

 

 

1.

ORGANIZATION

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF (“NERD”), Roundhill Sports Betting & iGaming ETF (“BETZ”), Roundhill Streaming Services & Technology ETF (“SUBZ”), Roundhill Pro Sports, Media & Apparel ETF (“MVP”), Roundhill Ball Metaverse ETF (“METV”), Roundhill IO Digital Infrastructure ETF (“BYTE”) and Roundhill MEME ETF (“MEME”) (each a “Fund” and collectively, the “Funds”) are non-diversified series of Listed Funds Trust (the “Trust”), formerly Active Weighting Funds ETF Trust. The Trust was organized as a Delaware statutory trust on August 26, 2016, under a Declaration of Trust amended on December 21, 2018, and is registered with the U.S. Securities and Exchange Commission (the “SEC”) as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”).

 

NERD is a passively-managed exchange-traded fund (“ETF”). NERD’s objective is to track the total return performance, before fees and expenses, of the Roundhill BITKRAFT Esports Index (the “NERD Index”). The NERD Index tracks the performance of the common stock (or corresponding American Depositary Receipts (“ADRs”) or Global Depositary Receipts (“GDRs”)) of exchange-listed companies across the globe (including in emerging markets) that earn revenue from electronic sports, or esports related business activities, including: video game publishing, video game development, video game streaming platforms, organizing video game tournaments and/or events, operating and/or owning video game leagues, owning competitive video game teams, and gaming hardware and technology companies, or whose principal business activity is classified as that of another digital entertainment business activity, such as broadcasting, interactive home entertainment, interactive media & services, technology hardware storage or technology hardware, storage and peripherals.

 

BETZ is a passively-managed ETF. BETZ’s objective is to track the total return performance, before fees and expenses, of the Roundhill Sports Betting & iGaming Index (the “BETZ Index”). The BETZ Index tracks the performance of the common stock (or corresponding ADRs or GDRs) of exchange-listed companies that earn revenue from online gaming (“iGaming”). iGaming is broadly defined as the wagering of money or some other value on the outcome of an event or a game, using the internet. The BETZ Index includes: companies that operate in-person and/or online/internet sports books; companies that operate online/internet gambling platforms; and companies that provide infrastructure or technology to such companies.

 

SUBZ is an actively-managed ETF. SUBZ seeks capital growth, and pursues its investment objective by investing in companies that develop, manufacture, distribute, or sell products or services related to the delivery of data or media content (audio and video) over the internet (“Streaming Companies”). Streaming Companies reflect the modern integration of traditional technology, telecommunications, media, and internet businesses.

 

MVP is an actively-managed ETF. MVP seeks capital growth, and pursues its investment objective by investing in companies that own, sponsor, or support professional sports teams, sports media companies, and sports apparel companies.

 

METV is a passively-managed ETF. METV’s objective is to track the performance, before fees and expenses, of the Ball Metaverse Index (the “METV Index”). The METV Index tracks the performance of globally-listed equity securities of companies that engage in activities or provide products, services, technologies, or technological capabilities to enable the Metaverse, and benefit from its generated revenues (“Metaverse Companies”). “Metaverse” is a term used to refer to a future iteration of the Internet. Users will primarily engage with the Metaverse through persistent, simultaneous, and shared three-dimensional virtual simulations and spaces. The Metaverse will also connect to physical spaces, two-dimensional Internet experiences (e.g., standard apps, webpages), and finite simulations (e.g., a game). The Metaverse will be supported by a wide range of technologies, tools, and standards that enable high volumes of concurrent users, a rich virtual-only economy of labor, goods, and services, and wide-ranging interoperability of data, digital assets, and content.

 

BYTE is a passively-managed ETF. BYTE’s objective is to track the performance, before fees and expenses, of the IO Digital Infrastructure Index (the “BYTE Index”), which tracks the performance of digital infrastructure companies. Digital infrastructure is comprised of the high-tech physical assets that support the efficient storage and transmission of data, powering the internet.

 

MEME is a passively-managed ETF. MEME’s objective is to track the performance, before fees and expenses, of the Solactive Roundhill Meme Stock Index (the “MEME Index”), which, in turn, seeks to track the performance of “meme stocks”. Meme stocks are equity securities of companies that exhibit a combination of elevated social media activity and high short interest both of which are indicators of market sentiment.

 

46

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

Costs incurred by SUBZ, MVP, METV, BYTE and MEME in connection with the organization, registration and the initial public offering of shares were paid by Roundhill Financial Inc. (“Roundhill” or the “Adviser”), the Funds’ Investment Adviser.

 

2.

SIGNIFICANT ACCOUNTING POLICIES

 

Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies. Each Fund prepares its financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and follows the significant accounting policies described below.

 

Use of Estimates

 

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from these estimates.

 

Share Transactions

 

The net asset value (“NAV”) per share of each Fund will be equal to a Fund’s total assets minus a Fund’s total liabilities divided by the total number of shares outstanding. The NAV that is published will be rounded to the nearest cent. The NAV is determined as of the close of trading (generally, 4:00 p.m. Eastern Time) on each day the New York Stock Exchange (“NYSE”) is open for trading.

 

Fair Value Measurement

 

In calculating the NAV, each Fund’s exchange-traded equity securities will be valued at fair value, which will generally be determined using the last reported official closing or last trading price on the exchange or market on which the security is primarily traded at the time of valuation. Such valuations are typically categorized as Level 1 in the fair value hierarchy described below.

 

Securities listed on the NASDAQ Stock Market, Inc. are generally valued at the NASDAQ official closing price. Foreign securities will be priced in their local currencies as of the close of their primary exchange or market or as of the time each Fund calculates its NAV on the valuation date, whichever is earlier.

 

If market quotations are not readily available, or if it is determined that a quotation of a security does not represent fair value, then the security is valued at fair value as determined in good faith by the Adviser using procedures adopted by the Board of Trustees of the Trust (the “Board”). The circumstances in which a security may be fair valued include, among others: the occurrence of events that are significant to a particular issuer, such as mergers, restructurings or defaults; the occurrence of events that are significant to an entire market, such as natural disasters in a particular region or government actions; trading restrictions on securities; thinly traded securities; and market events such as trading halts and early market closings. Due to the inherent uncertainty of valuations, fair values may differ significantly from the values that would have been used had an active market existed. Fair valuation could result in a different NAV than a NAV determined by using market quotations. Such valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy described below.

 

Money market funds are valued at NAV. If NAV is not readily available, the securities will be valued at fair value.

 

FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”) defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and requires disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or liability,

 

47

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

when a transaction is not orderly, and how that information must be incorporated into fair value measurements. Under ASC 820, various inputs are used in determining the value of the Funds’ investments. These inputs are summarized in the following hierarchy:

 

 

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 securities, 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 fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

 

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.

 

Foreign securities, currencies and other assets denominated in foreign currencies are translated into U.S. dollars at the exchange rate of such currencies against the U.S. dollar using the applicable currency exchange rates as of the close of the NYSE, generally 4:00 p.m. Eastern Time.

 

All other securities and investments for which market values are not readily available, including restricted securities, and those securities for which it is inappropriate to determine prices in accordance with the aforementioned procedures, are valued at fair value as determined in good faith under procedures adopted by the Board, although the actual calculations may be done by others. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, or the appropriate stock exchange (for exchange-traded securities), analysis of the issuer’s financial statements or other available documents and, if necessary, available information concerning other securities in similar circumstances.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The hierarchy classification of inputs used to value the Funds’ investments at December 31, 2021, are as follows:

 

   

Level 1

   

Level 2

   

Level 3

   

Total

 

NERD

                               

Investments - Assets:

                               

Common Stocks*

  $ 62,347,045     $     $     $ 62,347,045  

Money Market Funds

    103,859                   103,859  

Investments Purchased With Proceeds From Securities Lending

    5,648,543                   5,648,543  

Total Investments - Assets

  $ 68,099,447     $     $     $ 68,099,447  
                                 

 

48

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

   

Level 1

   

Level 2

   

Level 3

   

Total

 

BETZ

                               

Investments - Assets:

                               

Common Stocks*

  $ 289,797,260     $     $     $ 289,797,260  

Money Market Funds

    881,917                   881,917  

Investments Purchased With Proceeds From Securities Lending

    6,081,175                   6,081,175  

Total Investments - Assets

  $ 296,760,352     $     $     $ 296,760,352  
                                 

SUBZ

                               

Investments - Assets:

                               

Common Stocks*

  $ 17,888,853     $     $     $ 17,888,853  

Money Market Funds

    48,967                   48,967  

Investments Purchased With Proceeds From Securities Lending

    1,435,355                   1,435,355  

Total Investments - Assets

  $ 19,373,175     $     $     $ 19,373,175  
                                 

MVP

                               

Investments - Assets:

                               

Common Stocks*

  $ 4,938,205     $     $     $ 4,938,205  

Money Market Funds

    14,363                   14,363  

Investments Purchased With Proceeds From Securities Lending

    283,000                   283,000  

Total Investments - Assets

  $ 5,235,568     $     $     $ 5,235,568  
                                 

METV

                               

Investments - Assets:

                               

Common Stocks*

  $ 926,641,382     $     $     $ 926,641,382  

Real Estate Investment Trusts

    4,517,631                   4,517,631  

Money Market Funds

    3,046,604                   3,046,604  

Investments Purchased With Proceeds From Securities Lending

    12,680,438                   12,680,438  

Total Investments - Assets

  $ 946,886,055     $     $     $ 946,886,055  
                                 

BYTE

                               

Investments - Assets:

                               

Common Stocks*

  $ 1,349,856     $     $     $ 1,349,856  

Real Estate Investment Trusts

    513,665                   513,665  

Closed End Funds

    14,969                   14,969  

Money Market Funds

    45,864                   45,864  

Total Investments - Assets

  $ 1,924,354     $     $     $ 1,924,354  
                                 

 

 

49

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

   

Level 1

   

Level 2

   

Level 3

   

Total

 

MEME

                               

Investments - Assets:

                               

Common Stocks*

  $ 2,104,057     $     $     $ 2,104,057  

Money Market Funds

    6,203                   6,203  

Total Investments - Assets

  $ 2,110,260     $     $     $ 2,110,260  

 

*

See the Schedule of Investments for industry classifications.

 

Security Transactions

 

Investment transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses from the sale or disposition of securities are calculated based on the specific identification basis.

 

The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments and currency gains or losses realized between the trade and settlement dates on securities transactions from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

 

The Funds report net realized foreign exchange gains or losses that arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign currency transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on each Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains or losses arise from changes in the values of assets and liabilities, other than investments in securities at period end, resulting from changes in exchange rates.

 

Investment Income

 

Dividend income is recognized on the ex-dividend date. Interest income is accrued daily. Withholding taxes on foreign dividends has been provided for in accordance with Funds’ understanding of the applicable tax rules and regulations. An amortized cost method of valuation may be used with respect to debt obligations with sixty days or less remaining to maturity, unless the Adviser determines in good faith that such method does not represent fair value.

 

Tax Information, Dividends and Distributions to Shareholders and Uncertain Tax Positions

 

The Funds are treated as separate entities for Federal income tax purposes. Each Fund intends to qualify as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”). To qualify and remain eligible for the special tax treatment accorded to RICs, each Fund must meet certain annual income and quarterly asset diversification requirements and must distribute annually at least 90% of the sum of (i) its investment company taxable income (which includes dividends, interest and net short-term capital gains) and (ii) certain net tax-exempt income, if any. If so qualified, each Fund will not be subject to Federal income tax.

 

Distributions to shareholders are recorded on the ex-dividend date. The Funds generally pay out dividends from net investment income, if any, at least annually, and distribute their net capital gains, if any, to shareholders at least annually. The Funds may also pay a special distribution at the end of the calendar year to comply with Federal tax requirements. The amount of dividends and distributions from net investment income and net realized capital gains are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their Federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions which exceed earnings and profit for tax purposes are reported as a tax return of capital.

 

Management evaluates the Funds’ tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is

 

50

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. Interest and penalties related to income taxes would be recorded as income tax expense. The Funds’ Federal income tax returns are subject to examination by the Internal Revenue Service (the “IRS”) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. As of December 31, 2021, the Funds’ fiscal period end, the Funds had no material uncertain tax positions and did not have a liability for any unrecognized tax benefits. As of December 31, 2021, the Funds’ fiscal period end, the Funds had no examination in progress and management is not aware of any tax positions for which it is reasonably possible that the amounts of unrecognized tax benefits will significantly change in the next twelve months.

 

The Funds recognized no interest or penalties related to uncertain tax benefits in the 2021 fiscal period. At December 31, 2021, the Funds’ fiscal period end, the tax periods from commencement of operations remained open to examination in the Funds’ major tax jurisdictions.

 

Indemnification

 

In the normal course of business, the Funds expect to enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Funds’ maximum exposure under these anticipated arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Adviser expects the risk of loss to be remote.

 

3.

INVESTMENT ADVISORY AND OTHER AGREEMENTS

 

Investment Advisory Agreement

 

The Trust has entered into an Investment Advisory Agreement (the “Advisory Agreement”) with the Adviser. Under the Advisory Agreement, the Adviser provides a continuous investment program for the Funds’ assets in accordance with its investment objectives, policies and limitations, and oversees the day-to-day operations of the Funds subject to the supervision of the Board, including the Trustees who are not “interested persons” of the Trust as defined in the 1940 Act.

 

Pursuant to the Advisory Agreement between the Trust, on behalf of the Funds, and Roundhill, each Fund pays a unified management fee to the Adviser, which is calculated daily and paid monthly, at an annual rate of 0.50% of NERD’s average daily net assets, at an annual rate of 0.75% of BETZ, SUBZ, MVP, METV and BYTE’s average daily net assets and at an annual rate of 0.69% of MEME’s average daily net assets. Roundhill has agreed to pay all expenses of the Funds except the fee paid to Roundhill under the Advisory Agreement, interest charges on any borrowings, dividends and other expenses on securities sold short, 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 (if any). Roundhill, in turn, compensates Exchange Traded Concepts, LLC as the Sub-Adviser from the management fee it receives.

 

Exchange Traded Concepts, LLC (the “Sub-Adviser”), an Oklahoma limited liability company serves as the sub-adviser to the Funds. The Sub-Adviser is majority owned by Cottonwood ETF Holdings LLC. Pursuant to a Sub-Advisory Agreement between the Adviser and the Sub-Adviser (the “Sub-Advisory Agreement”), the Sub-Adviser is responsible for trading portfolio securities on behalf of the Funds, including selecting broker-dealers to execute purchase and sale transactions as instructed by the Adviser or in connection with any rebalancing or reconstitution of a Fund’s Index, subject to the supervision of the Adviser and the Board, including the independent Trustees. For its services, the Sub-Adviser is entitled to a sub-advisory fee paid by the Adviser, which is calculated daily and paid monthly, at an annual rate based on the average daily net assets of each Fund, and subject to a minimum annual fee as follows:

 

Minimum Annual Fee

Asset-Based Fee

$15,000

4 bps (0.04%) on the first $200 million

3.5 bps (0.035%) on the next $800 million

3 bps (0.03%) on the next $1 billion

2.5 bps (0.025%) on the balance over $2 billion

 

51

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

BITKRAFT Esports Ventures Fund I, L.P. (“BITKRAFT”) is a minority owner of the Adviser and has (via an affiliate) licensed the name “BITKRAFT” to the Adviser for use with NERD. BITKRAFT is not involved in the management of NERD or the maintenance or calculation of the NERD Index.

 

Distribution Agreement and 12b-1 Plan

 

Foreside Fund Services, LLC (the “Distributor”) serves as each Fund’s distributor pursuant to a Distribution Agreement. The Distributor receives compensation from the Adviser for certain statutory underwriting services it provides to the Funds. The Distributor enters into agreements with certain broker-dealers and others that will allow those parties to be “Authorized Participants” and to subscribe for and redeem shares of the Funds. The Distributor will not distribute shares in less than whole Creation Units and does not maintain a secondary market in shares.

 

The Board has adopted a Distribution and Service Plan pursuant to Rule 12b-1 under the 1940 Act (“Rule 12b-1 Plan”). In accordance with the Rule 12b-1 Plan, each Fund is authorized to pay an amount up to 0.25% of the Fund’s average daily net assets each year for certain distribution-related activities. As authorized by the Board, no Rule 12b-1 fees are currently paid by the Funds and there are no plans to impose these fees. However, in the event Rule 12b-1 fees are charged in the future, they will be paid out of each Fund’s assets. The Adviser and its affiliates may, out of their own resources, pay amounts to third parties for distribution or marketing services on behalf of the Funds.

 

Administrator, Custodian and Transfer Agent

 

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or “Administrator”) serves as administrator, transfer agent and fund accounting agent of the Funds pursuant to a Fund Servicing Agreement. U.S. Bank N.A. (the “Custodian”), an affiliate of Fund Services, serves as the Funds’ custodian pursuant to a Custody Agreement. Under the terms of these agreements, the Adviser pays each Fund’s administrative, custody and transfer agency fees.

 

A Trustee and all officers of the Trust are affiliated with the Administrator and Custodian.

 

4.

CREATION AND REDEMPTION TRANSACTIONS

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. (the “Exchange”). Each Fund issues and redeems shares on a continuous basis at NAV only in large blocks of shares called “Creation Units.” A Creation Unit generally consists of 25,000 shares for NERD, BETZ, SUBZ, MVP, METV, BYTE and 50,000 shares for MEME. Creation Units are to be issued and redeemed principally in kind for a basket of securities and a balancing cash amount. Shares generally will trade in the secondary market in amounts less than a Creation Unit at market prices that change throughout the day. Market prices for the shares may be different from their NAV. The NAV is determined as of the close of trading (generally, 4:00 p.m. Eastern Time) on each day the NYSE is open for trading. The NAV of the shares of each Fund will be equal to a Fund’s total assets minus a Fund’s total liabilities divided by the total number of shares outstanding. The NAV that is published will be rounded to the nearest cent; however, for purposes of determining the price of Creation Units, the NAV will be calculated to four decimal places.

 

Creation Unit Transaction Fee

 

Authorized Participants will be required to pay to the Custodian a fixed transaction fee (the “Creation Unit Transaction Fee”) in connection with the issuance or redemption of Creation Units. The standard Creation Unit Transaction Fee will be the same regardless of the number of Creation Units purchased or redeemed by an investor on the applicable business day. The Creation Unit Transaction Fee charged by each Fund for each creation order is as follows:

 

NERD

$ 500

BETZ

$ 500

SUBZ

$ 250

MVP

$ 250

METV

$ 500

BYTE

$ 750

MEME

$ 250

 

52

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

The fixed creation unit transaction fee may be waived on certain orders if the applicable Fund’s custodian has determined to waive some or all of the Creation Order Costs associated with the order or another party, such as the Adviser, has agreed to pay such fee.

 

An additional variable fee of up to a maximum of 2% of the value of the Creation Units subject to the transaction may be imposed for (i) creations effected outside the Clearing Process and (ii) creations made in an all cash amount (to offset the Trust’s brokerage and other transaction costs associated with using cash to purchase or redeem the requisite Deposit Securities). Investors are responsible for the costs of transferring the securities constituting the Deposit Securities to the account of the Trust. Each Fund may determine to not charge a variable fee on certain orders when the Adviser has determined that doing so is in the best interests of Fund shareholders. Variable fees, if any, received by the Funds are displayed in the Capital Share Transactions section on the Statements of Changes in Net Assets.

 

Only “Authorized Participants” may purchase or redeem shares directly from the Funds. An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of 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 will not qualify as Authorized Participants or have the resources to buy and sell whole Creation Units. Therefore, they will be unable to purchase or redeem the shares directly from the Funds. Rather, most retail investors will purchase shares in the secondary market with the assistance of a broker and will be subject to customary brokerage commissions or fees. Securities received or delivered in connection with in-kind creates and redeems are valued as of the close of business on the effective date of the creation or redemption.

 

A creation unit will generally not be issued until the transfer of good title of the deposit securities to the Funds and the payment of any cash amounts have been completed. To the extent contemplated by the applicable participant agreement, Creation Units of the Funds will be issued to such authorized participant notwithstanding the fact that the Funds’ deposits have not been received in part or in whole, in reliance on the undertaking of the authorized participant to deliver the missing deposit securities as soon as possible. If the Funds or their agents do not receive all of the deposit securities, or the required cash amounts, by such time, then the order may be deemed rejected and the authorized participant shall be liable to the Funds for losses, if any.

 

5.

FEDERAL INCOME TAX

 

The tax character of distributions paid was as follows:

 

   

Ordinary
Income
(1)

   

Long-Term
Capital Gain

   

Return of
Capital

 
   

Fiscal period ended December 31, 2021

 

NERD

  $ 13,010     $     $  

BETZ

                 

SUBZ

                 

MVP

                 

METV

                 

BYTE

    4,602              

MEME

                 

 

53

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

   

Ordinary
Income
(1)

   

Long-Term
Capital Gain

   

Return of
Capital

 
   

Fiscal period ended December 31, 2020

 

NERD

  $ 548,036     $ 227,778     $  

BETZ

    550,629             8,305  

SUBZ

    N/A       N/A       N/A  

MVP

    N/A       N/A       N/A  

METV

    N/A       N/A       N/A  

BYTE

    N/A       N/A       N/A  

MEME

    N/A       N/A       N/A  

 

(1)

Ordinary income includes short-term capital gains.

 

At December 31, 2021, the Funds’ fiscal period end, the components of distributable earnings (accumulated losses) and cost of investments on a tax basis, including the adjustments for financial reporting purposes as of the most recently completed Federal income tax reporting year, were as follows:

 

   

NERD

   

BETZ

   

SUBZ

   

MVP

 

Federal Tax Cost of Investments

  $ 89,274,119     $ 364,669,411     $ 32,231,441     $ 6,083,065  

Gross Tax Unrealized Appreciation

  $ 4,662,176     $ 19,925,614     $ 953,770     $ 258,264  

Gross Tax Unrealized Depreciation

    (25,836,848 )     (87,834,673 )     (13,812,036 )     (1,105,761 )

Net Tax Unrealized Appreciation (Depreciation)

    (21,174,672 )     (67,909,059 )     (12,858,266 )     (847,497 )

Other Accumulated Gain (Loss)

    (444,417 )     (18,762,578 )     (4,970,192 )     (277,524 )

Total Distributable Earnings / (Accumulated Losses)

  $ (21,619,089 )   $ (86,671,637 )   $ (17,828,458 )   $ (1,125,021 )

 

   

METV

   

BYTE

   

MEME

 

Federal Tax Cost of Investments

  $ 999,956,725     $ 1,893,720     $ 2,316,853  

Gross Tax Unrealized Appreciation

  $ 20,789,363     $ 73,680     $ 14,328  

Gross Tax Unrealized Depreciation

    (73,860,033 )     (43,046 )     (220,921 )

Net Tax Unrealized Appreciation (Depreciation)

    (53,070,670 )     30,634       (206,593 )

Undistributed Ordinary Income

          3,947        

Undistributed Long-Term Gains

          631        

Other Accumulated Gain (Loss)

    (5,503,567 )     (33 )     (2,422 )

Total Distributable Earnings / (Accumulated Losses)

  $ (58,574,237 )   $ 35,179     $ (209,015 )

 

54

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to the tax deferral of losses on wash sales and mark-to-market treatment of passive foreign investment companies.

 

Under current tax law, net capital losses realized after October 31 as well as certain specified ordinary losses incurred after October 31, may be deferred and treated as occurring on the first day of the following fiscal year. The Funds’ carryforward losses and post-October losses are determined only at the end of each fiscal year. At December 31, 2021, the Funds had carryforward losses and post-October losses which will be carried forward indefinitely to offset future realized capital gains as follows:

 

   

Indefinite
Long-Term
Capital Loss
Carryover

   

Indefinite
Short-Term
Capital Loss
Carryover

   

Late-Year
Losses

   

Post-October
Losses

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

  $     $ 378,145     $ 66,001     $  

Roundhill Sports Betting & iGaming ETF

    338,595       18,421,681              

Roundhill Streaming Services & Technology ETF

          4,971,562              

Roundhill Pro Sports, Media & Apparel ETF

          277,506              

Roundhill Ball Metaverse ETF

          5,312,495              

Roundhill IO Digital Infrastructure ETF

                       

Roundhill MEME ETF

          1,310              

 

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 NAV per share. The permanent differences primarily relate to redemptions in-kind and the write-off of net operating losses. For the fiscal period ended December 31, 2021, the following reclassifications were made for permanent tax differences on the Statements of Assets and Liabilities.

 

   

Total
Distributable
Earnings
(Accumulated
Losses)

   

Paid-in Capital

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

  $ (12,441,439 )   $ 12,441,439  

Roundhill Sports Betting & iGaming ETF

    (105,403,725 )     105,403,725  

Roundhill Streaming Services & Technology ETF

    1,574,913       (1,574,913 )

Roundhill Pro Sports, Media & Apparel ETF

    (377,617 )     377,617  

Roundhill Ball Metaverse ETF

    (10,947,995 )     10,947,995  

Roundhill IO Digital Infrastructure ETF

           

Roundhill MEME ETF

    5,873       (5,873 )

 

55

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

6.

INVESTMENT TRANSACTIONS

 

During the period ended December 31, 2021, the Funds realized net capital gains and losses resulting from in-kind redemptions, in which shareholders exchanged Fund shares for securities held by the Funds rather than for cash. The amount of realized gains and losses from in-kind redemptions included in realized gain/(loss) on investments in the Statements of Operations is as follows:

 

   

Realized Gains

   

Realized Losses

 

NERD

  $ 15,125,232       (1,206,819 )

BETZ

    126,809,835       (15,302,580 )

SUBZ

    1,341,229       (2,004,356 )

MVP

    775,114       (316,709 )

METV

    11,162,657       (1,517 )

BYTE

           

MEME

    13,673       (18,479 )

 

Purchases and sales of investments (excluding short-term investments), creations in-kind and redemptions in-kind for the period ended December 31, 2021, were as follows:

 

   

Purchases

   

Sales

   

Creations
In-Kind

   

Redemptions
In-Kind

 

NERD

  $ 49,904,100     $ 46,325,537     $ 56,133,599     $ 49,417,599  

BETZ

    194,638,072       200,065,407       433,416,721       314,903,118  

SUBZ

    21,123,184       18,719,161       51,582,324       16,819,287  

MVP

    3,820,679       3,460,247       14,248,986       8,910,503  

METV

    212,664,197       124,908,482       961,491,596       70,527,363  

BYTE

    99,811       45,050       1,788,152        

MEME

    671,784       677,654       3,015,075       691,299  

 

7.

SECURITIES LENDING

 

The Funds may lend domestic and foreign securities in their portfolios to approved brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program effective November 19, 2020, which is administered by the Custodian. The securities lending agreement requires that loans are initially collateralized in an amount equal to at least 105% of the then current market value of any loaned securities that are foreign securities, or 102% of the then current market value of any other loaned securities. The custodian performs on a daily basis marking to market loaned securities and collateral. Each borrower is required, if necessary, to deliver additional collateral so that the total collateral held in the account for all loans of the Funds to the borrower will equal at least 100% of the market value of the loaned securities. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines allow the cash collateral to be invested in readily marketable, high quality, short-term obligations issued or guaranteed by the United States Government; however, such investments are subject to risk of payment delays, declines in the value of collateral provided, default on the part of the issuer or counterparty, or otherwise may not generate sufficient interest to support the costs associated with securities lending. 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 Funds are indemnified from this risk by contract with the securities lending agent.

 

The collateral invested in the Funds, if any, is reflected in each Fund’s Schedule of Investments and is included in the Statements of Assets and Liabilities in the line item labeled “Investments, at value.” A liability of equal value to the cash collateral received and subsequently invested in the Funds is included on the Statements of Assets and Liabilities as “Payable for collateral on securities loaned.” During the period ended December 31, 2021, the Funds loaned securities and received cash collateral for the loans, which was invested in the First American Government Obligations Fund - Class X. The Funds receive compensation in the form of loan fees owed by borrowers and income earned on collateral investments. A portion of the interest received on the

 

56

 

 

Roundhill ETFs

Notes to Financial Statements

December 31, 2021 (Continued)

 

 

loan collateral is retained by the Funds and the remainder is rebated to the borrower of the securities. Pursuant to the securities lending agreement between the Trust, on behalf of the Funds, and the Custodian, each Fund pays a fee to the Custodian, which is calculated daily and paid monthly, at a rate of 20% of the Funds’ aggregate net income. The net amount of interest earned, after the interest rebate and the allocation to the Custodian, is included in the Statements of Operations as “Securities lending income, net.” The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period.

 

As of December 31, 2021, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan and Collateral Received

 

Fund

 

Values of
Securities
on Loan

   

Fund Collateral
Received*

 

NERD

  $ 5,292,797     $ 5,648,543  

BETZ

    5,734,034       6,081,175  

SUBZ

    1,363,669       1,435,355  

MVP

    223,346       283,000  

METV

    11,632,188       12,680,438  

 

*

The cash collateral received was invested in the First American Government Obligations Fund - Class X, a money market fund subject to Rule 2a-7 under the 1940 Act with an overnight and continuous maturity, as shown on the Schedules of Investments.

 

Due to the absence of a master netting agreement related to the Funds’ participation in securities lending, no additional offsetting disclosures have been made on behalf of the Funds for the total borrowings listed above.

 

8.

PRINCIPAL RISKS

 

As with all ETFs, shareholders of the Funds are subject to the risk that their investment could lose money. Each Fund is subject to the principal risks, any of which may adversely affect a Fund’s NAV, trading price, yield, total return and ability to meet its investment objective.

 

The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The operational and financial performance of the issuers of securities in which the Funds invest depends on future developments, including the duration and spread of the outbreak, and such uncertainty may in turn adversely affect the value and liquidity of the Funds’ investments, impair the Funds’ ability to satisfy redemption requests, and negatively impact the Funds’ performance.

 

A complete description of the principal risks is included in the Funds’ prospectuses under the heading “Principal Investment Risks.”

 

9.

SUBSEQUENT EVENTS

 

The Adviser filed a registration statement for the Roundhill Cannabis ETF (the “Cannabis Fund”). The Cannabis Fund will be an actively-managed ETF that pursues its investment objective of capital growth by investing primarily in exchange-listed equity securities and total return swaps intended to provide exposure to the cannabis and hemp ecosystem. The Cannabis Fund is expected to launch in 2022, after the date the financial statements were issued.

 

Additionally, effective January 31, 2022, the ticker of the Roundhill Ball Metaverse ETF changed from META to METV and effective February 4, 2022, the METV management fee was reduced from 0.75% to 0.59%.

 

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

 

57

 

 

Roundhill ETFs

Report of Independent Registered Public Accounting Firm

 

 

 

To the Shareholders of Roundhill ETFs and
Board of Trustees of Listed Funds Trust

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Roundhill BITKRAFT Esports & Digital Entertainment ETF, Roundhill Sports Betting & iGaming ETF, Roundhill Streaming Services & Technology ETF, Roundhill Pro Sports, Media & Apparel ETF, Roundhill Ball Metaverse ETF, Roundhill IO Digital Infrastructure ETF, and Roundhill MEME ETF (“Roundhill ETFs” or the “Funds”), each a series of Listed Funds Trust, as of December 31, 2021, the related statements of operations, the statements of changes in net assets, the related notes, and the financial highlights for each of the periods indicated below (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of December 31, 2021, the results of their operations, the changes in net assets, and the financial highlights for each of the periods indicated below in conformity with accounting principles generally accepted in the United States of America.

 

Fund Name

Statements of
Operations

Statement(s) of
Changes in Net Assets

Financial Highlights

Roundhill BITKRAFT Esports & Digital Entertainment ETF

For the year ended December 31, 2021

For the years ended December 31, 2021 and 2020

For the years ended December 31, 2021 and 2020 and for the period from June 3, 2019 (commencement of operations) through December 31, 2019

Roundhill Sports Betting & iGaming ETF

For the year ended December 31, 2021

For the year ended December 31, 2021 and for the period from June 3, 2020 (commencement of operations) through December 31, 2020

Roundhill Streaming Services & Technology ETF

For the period from February 9, 2021 (commencement of operations) through December 31, 2021

Roundhill Pro Sports, Media & Apparel ETF

For the period from March 16, 2021 (commencement of operations) through December 31, 2021

Roundhill Ball Metaverse ETF

For the period from June 29, 2021 (commencement of operations) through December 31, 2021

Roundhill IO Digital Infrastructure ETF

For the period from October 27, 2021 (commencement of operations) through December 31, 2021

Roundhill MEME ETF

For the period from December 7, 2021 (commencement of operations) through December 31, 2021

 

Basis for Opinion

 

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ 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 audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.

 

58

 

 

Roundhill ETFs

Report of Independent Registered Public Accounting Firm

(Continued)

 

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, 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. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. 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. We believe that our audits provide a reasonable basis for our opinion.

 

We have served as the Funds’ auditor since 2019.

 

 

COHEN & COMPANY, LTD.
Cleveland, Ohio
March 1, 2022

 

59

 

 

Roundhill IO Digital Infrastructure ETF

Roundhill MEME ETF

Board Consideration and Approval of Advisory and Sub-Advisory Agreements

(Unaudited)

 

 

At a meeting held on September 22-23, 2021 (the “Meeting”), the Board of Trustees (the “Board”) of Listed Funds Trust (the “Trust”), including those trustees who are not “interested persons” of the Trust, as defined in the Investment Company Act of 1940 (the “1940 Act”) (the “Independent Trustees”), considered the approval of an investment advisory agreement (the “Advisory Agreement”) between Roundhill Financial Inc. (the “Adviser”) and the Trust, on behalf of Roundhill IO Digital Infrastructure ETF and Roundhill MEME ETF (each, a “Fund” and together, the “Funds”), and an investment sub-advisory agreement (the “Sub-Advisory Agreement”) (together, the “Agreements”) among the Adviser, the Trust, on behalf of the Funds, and Exchange Traded Concepts, LLC (the “Sub-Adviser”) with respect to the Funds.

 

Pursuant to Section 15 of the 1940 Act and related exemptive relief, the Agreements must be approved by: (i) the vote of the Trustees or a vote of the shareholders of each Fund; and (ii) the vote of a majority of the Independent Trustees, cast at a meeting called for the purpose of voting on such approval. In connection with its consideration of such approval, the Board must request and evaluate, and the Adviser and Sub-Adviser are required to furnish, such information as may be reasonably necessary to evaluate the terms of the Agreements. In addition, rules under the 1940 Act require an investment company to disclose in its shareholder reports the material factors and the conclusions with respect thereto that formed the basis for the Board’s approval of an investment advisory agreement.

 

Consistent with those responsibilities, prior to the Meeting, the Board reviewed written materials from the Adviser and Sub-Adviser and, during the Meeting, representatives from the Adviser and Sub-Adviser presented additional oral and written information to assist the Board with its evaluation of the Agreements. Among other things, representatives from the Adviser and Sub-Adviser provided an overview of their advisory businesses, including information on investment personnel, financial resources, experience, investment processes, and compliance program. The representatives discussed the services to be provided by the Adviser and Sub-Adviser, as well as the rationale for launching the Funds, each Fund’s proposed fees, and the operational aspects of the Funds. During the Meeting, the Board discussed the materials it received, including memoranda from legal counsel to the Trust on the responsibilities of the Trustees in considering the approval of the Agreements under the 1940 Act, considered the written materials that it received before the Meeting and the oral presentations, and deliberated on the approval of the Agreements in light of this information. Throughout the process, the Trustees were afforded the opportunity to ask questions of and request additional materials from the Adviser and Sub-Adviser. The Independent Trustees also met in executive session with counsel to the Trust to further discuss the proposed advisory and sub-advisory arrangements and the Trustees’ responsibilities relating thereto. The consideration of the Agreements was conducted by both the full Board and the Independent Trustees, who also voted separately.

 

At the Meeting, the Board and the Independent Trustees evaluated a number of factors, including, among other things: (i) the nature, extent, and quality of the services to be provided by the Adviser and Sub-Adviser to the Funds; (ii) each Fund’s expenses and performance; (iii) the cost of the services to be provided and profits to be realized by each of the Adviser and Sub-Adviser from its relationship with the Trust and the Funds; (iv) comparative fee and expense data for each Fund and other investment companies with similar investment objectives; (v) the extent to which economies of scale would be realized as each Fund grows and whether the overall advisory fee for each Fund would enable investors to share in the benefits of economies of scale; (vi) any benefits to be derived by the Adviser or Sub-Adviser from the relationship with the Trust and the Funds, including any fall-out benefits enjoyed by the Adviser or Sub-Adviser; and (vii) other factors the Board deemed relevant. In its deliberations, the Board did not identify any single piece of information that was paramount or controlling and the individual Trustees may have attributed different weights to various factors.

 

Approval of the Advisory Agreement with the Adviser

 

Nature, Extent, and Quality of Services to be Provided. The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser will be providing, among other things, furnishing a continuous investment program for each Fund, including arranging for, or implementing, the purchase and sale of portfolio securities, the provision of related services such as portfolio management compliance services, and the preparation and filing of certain reports on behalf of the Trust. The Trustees reviewed the extensive responsibilities that the Adviser will have as investment adviser to each Fund, including the oversight of the activities and operations of the Sub-Adviser and other service providers, oversight of general fund compliance with federal and state laws, and the implementation of Board directives as they relate to each Fund.

 

60

 

 

Roundhill IO Digital Infrastructure ETF

Roundhill MEME ETF

Board Consideration and Approval of Advisory and Sub-Advisory Agreements

(Unaudited) (Continued)

 

 

In considering the nature, extent, and quality of the services to be provided by the Adviser, the Board considered the quality of the Adviser’s compliance program and past and current reports from the Trust’s Chief Compliance Officer (“CCO”) regarding his review of the Adviser’s compliance program, as well as the Board’s experience with the Adviser as the investment adviser to other series of the Trust. The Board noted that it had received a copy of the Adviser’s Form ADV, as well as the responses of the Adviser to a detailed series of questions that included, among other things, information about the Adviser’s decision making process, details about each Fund, and information about the services to be provided by the Adviser. The Board also considered the Adviser’s operational capabilities and resources and its experience in managing investment portfolios, including certain other series of the Trust. The Board concluded that, within the context of its full deliberations, it was satisfied with the nature, extent, and quality of the services to be provided to each Fund by the Adviser.

 

Fund Expenses and Performance. Because the Funds had not yet commenced operations, the Board noted that there were no historical performance records to consider. The Board was presented with information about each Fund’s investment strategies and expected break-even expense analyses. The Board reviewed the proposed expense ratio for each Fund and compared each Fund’s expense ratio to its respective Category Peer Group (defined below) as follows:

 

Roundhill IO Digital Infrastructure ETF: The Board then reviewed the proposed expense ratio for the Fund and compared it to the universe of Real Estate ETFs and Infrastructure ETFs as reported by Morningstar (collectively, the “Category Peer Group”). The Board noted that the proposed expense ratio for the Fund was significantly higher than the median for the Category Peer Group, but was within the range of expense ratios for the Category Peer Group. The Board also noted that, because the Category Peer Group included a number of significantly larger, low-cost, passively-managed ETFs, the Category Peer Group may not allow for an apt comparison by which to judge the Fund’s expense ratio. Based on its review, the Board concluded that the investment advisory fee and expense ratios appeared to be competitive and are otherwise reasonable in light of the information provided.

 

Roundhill MEME ETF: The Board then reviewed the proposed expense ratio for the Fund and compared it to the universe of Large Blend ETFs as reported by Morningstar (the “Category Peer Group”). The Board noted that the proposed expense ratio for the Fund was significantly higher than the median for the Category Peer Group, but was within the range of expense ratios for the Category Peer Group. The Board also noted that, because the Category Peer Group included a number of significantly larger, low-cost, passively-managed ETFs, the Category Peer Group may not allow for an apt comparison by which to judge the Fund’s expense ratio. Based on its review, the Board concluded that the investment advisory fee and expense ratios appeared to be competitive and are otherwise reasonable in light of the information provided.

 

Cost of Services to be Provided and Profitability. The Board considered the cost of the services to be provided by the Adviser, the proposed advisory and sub-advisory fees, and the estimated profitability projected by the Adviser, including the methodology underlying such projection. The Board took into consideration that the advisory fee for the Funds was a “unified fee,” meaning each Fund would pay no expenses other than the advisory fee and certain other costs such as interest, brokerage, acquired fund fees and expenses, extraordinary expenses and, to the extent it is implemented, fees pursuant to a Distribution and/or Shareholder Servicing (12b-1) Plan. The Board noted that the Adviser would be responsible for compensating the Trust’s other service providers, including the Sub-Adviser, and paying each Fund’s other expenses out of its own fee and resources. The Board also evaluated the compensation and benefits expected to be received by the Adviser from its relationship with the Funds, taking into account an analysis of the Adviser’s anticipated profitability with respect to each Fund and the financial resources the Adviser had committed and proposed to commit to its business. The Board determined such analyses were not a significant factor given that each Fund had not yet commenced operations and consequently, the future size of the Funds and the Adviser’s future profitability were generally unpredictable.

 

Economies of Scale. The Board expressed the view that the Adviser might realize economies of scale in managing the Funds as assets grow in size. The Board noted, however, that any economies would, to some degree, be shared with each Fund’s respective shareholders through the Fund’s unitary fee structure. In the event there were to be significant asset growth in such Fund, the Board determined to reassess whether the advisory fee appropriately took into account any economies of scale that had been realized as a result of that growth.

 

61

 

 

Roundhill IO Digital Infrastructure ETF

Roundhill MEME ETF

Board Consideration and Approval of Advisory and Sub-Advisory Agreements

(Unaudited) (Continued)

 

 

Conclusion. Based on a consideration of all the factors in their totality, the Board, including a majority of the Independent Trustees, determined that the Advisory Agreement, including the compensation payable under the agreement, was fair and reasonable to the Funds. The Board, including a majority of the Independent Trustees, therefore determined that the approval of the Advisory Agreement for an initial term of two years was in the best interests of each Fund and its respective shareholders.

 

Approval of the Sub-Advisory Agreement with the Sub-Adviser

 

Nature, Extent, and Quality of Services to be Provided. The Board considered the scope of services to be provided to the Funds under the Sub-Advisory Agreement, noting that the Sub-Adviser would provide investment management services to each Fund. The Board noted the responsibilities that the Sub-Adviser would have as the Funds’ investment sub-adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of each Fund; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of each Fund’s shares conducted on a cash-in-lieu basis; oversight of general portfolio compliance with relevant law; responsibility for daily monitoring of portfolio exposures and quarterly reporting to the Board; proxy voting with respect to securities held by each Fund; and implementation of Board directives as they relate to each Fund.

 

In considering the nature, extent, and quality of the services to be provided by the Sub-Adviser, the Board considered past and current reports of the Trust’s CCO with respect to the Sub-Adviser’s compliance program and the Sub-Adviser’s experience providing investment management services to other ETFs, including certain other series of the Trust. The Trustees further noted that they had received and reviewed the Materials with regard to the Sub-Adviser, including its Form ADV and its responses to a detailed series of questions that included, among other things, information about the Sub-Adviser’s decision making process, details about each Fund, and information about the services to be provided by the Sub-Adviser, and that they had reviewed additional detailed information about the Sub-Adviser at previous Board meetings. The Board also considered the Sub-Adviser’s resources and capacity with respect to portfolio management, compliance, and operations. The Board also considered, among other things, the professional experience and qualifications of the senior management and key professional personnel of the Sub-Adviser, including those individuals responsible for portfolio management. The Board concluded that, within the context of its full deliberations, it was satisfied with the nature, extent, and quality of the services to be provided to each Fund by the Sub-Adviser.

 

Fund Expenses and Performance. Because the Funds had not yet commenced operations, the Board noted that there were no historical performance records to consider. The Board was presented with information about each Fund’s investment strategies and expected break-even expense analyses. The Board also reviewed information regarding each Fund’s proposed advisory and sub-advisory fees, including advisory fees and total expense ratios of those funds that might be considered peers of each Fund. Based on its review, the Board concluded that each Fund’s sub-advisory fee and expense ratio appeared to be competitive and are otherwise reasonable in light of the information provided.

 

Costs of Services to be Provided and Profitability. The Board considered the cost of the services to be provided by the Sub-Adviser, the proposed advisory and sub-advisory fees, and the estimated profitability projected by the Adviser and Sub-Adviser, including the methodology underlying such projection. The Board considered the fees to be paid to the Sub-Adviser would be paid by the Adviser from the fee the Adviser received from each Fund and noted that the fee reflected an arm’s-length negotiation between the Adviser and the Sub-Adviser. The Board further determined the sub-advisory fee reflected an appropriate allocation of the advisory fee paid to the Adviser given the work performed by each firm. The Board also evaluated the compensation and benefits expected to be received by the Sub-Adviser from its relationship with each Fund, taking into account an analysis of the Sub-Adviser’s estimated profitability with respect to each Fund.

 

Economies of Scale. The Board expressed the view that it currently appeared that the Sub-Adviser might realize economies of scale in managing Funds as assets grow in size. The Board determined that it would monitor fees as each Fund’s assets grow to determine whether economies of scale were being effectively shared with each Fund and its respective shareholders.

 

62

 

 

Roundhill IO Digital Infrastructure ETF

Roundhill MEME ETF

Board Consideration and Approval of Advisory and Sub-Advisory Agreements

(Unaudited) (Continued)

 

 

Conclusion. Based on a consideration of all the factors in their totality, the Board, including a majority of the Independent Trustees, determined that the Sub-Advisory Agreement, including the compensation payable under the agreement, was fair and reasonable to each Fund. The Board, including a majority of the Independent Trustees, therefore determined that the approval of the Sub-Advisory Agreement for an initial two-year term was in the best interests of each Fund and its respective shareholders.

 

63

 

 

Roundhill ETFs

Trustees and Officers of the Trust

December 31, 2021 (Unaudited)

 

 

The Funds’ Statement of Additional Information includes additional information about the Funds’ Trustees and Officers, and is available, without charge upon request by calling 1-800-617-0004, or by visiting the Funds’ website at www.roundhillinvestments.com.

 

Name and Year of Birth

Position 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

         

John L. Jacobs

Year of birth: 1959

Trustee and Audit Committee Chair

Indefinite term; since 2017

Chairman of Alerian, Inc. (since June 2018); Executive Director of Center for Financial Markets and Policy (since 2016); Founder and CEO of Q3 Advisors, LLC (financial consulting firm) (since 2015); Distinguished Policy Fellow and Executive Director, Center for Financial Markets and Policy, Georgetown University (since 2015); Senior Advisor, Nasdaq OMX Group (2015–2016); Executive Vice President, Nasdaq OMX Group (2013–2015).

45

Director, tZERO Group, Inc. (since 2020); Independent Trustee, Procure ETF Trust II (since 2018) (1 portfolio); Horizons ETF Trust I (2015-2019).

Koji Felton

Year of birth: 1961

Trustee

Indefinite term; since 2019

Counsel, Kohlberg Kravis Roberts & Co. L.P. (investment firm) (2013–2015); Counsel, Dechert LLP (law firm) (2011–2013).

45

Independent Trustee, Series Portfolios Trust (since 2015) (8 portfolios).

Pamela H. Conroy

Year of birth: 1961

Trustee and Nominating and Governance Committee Chair

Indefinite term; since 2019

Retired; formerly Executive Vice President, Chief Operating Officer & Chief Compliance Officer, Institutional Capital Corporation (investment firm) (1994–2008).

45

Independent Trustee, Frontier Funds, Inc. (since 2020) (7 portfolios).

Interested Trustee

         

Paul R. Fearday, CPA

Year of birth: 1979

Trustee and Chairman

Indefinite term; since 2019

Senior Vice President, U.S. Bancorp Fund Services, LLC (since 2008).

45

None.

 

64

 

 

Roundhill ETFs

Trustees and Officers of the Trust

December 31, 2021 (Unaudited) (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

Officers

     

Gregory Bakken

Year of birth: 1983

President and Principal Executive Officer

Indefinite term, February 2019

Vice President, U.S. Bancorp Fund Services, LLC (since 2006).

Travis G. Babich

Year of birth: 1980

Treasurer and Principal Financial Officer

Indefinite term, September 2019

Vice President, U.S. Bancorp Fund Services, LLC (since 2005).

Kacie M. Gronstal

Year of birth: 1992

Assistant Treasurer

Indefinite term, March 2019

Assistant Vice President, U.S. Bancorp Fund Services, LLC (since 2021); Officer, U.S. Bancorp Fund Services, LLC (2014 to 2021).

Kent Barnes

Year of birth: 1968

Secretary

Indefinite term, February 2019

Vice President, U.S. Bancorp Fund Services, LLC (since 2018); Chief Compliance Officer, Rafferty Asset Management, LLC (2016 to 2018); Vice President, U.S. Bancorp Fund Services, LLC (2007 to 2016).

Alia Vasquez

Year of birth: 1980

Assistant Secretary

Indefinite term, June 2021 (Resigned, effective January 26, 2022)

Vice President, U.S. Bancorp Fund Services, LLC (since 2017, and 2015 to 2016); Corporate Counsel, Johnson Outdoors (2017); Assistant Vice President, U.S. Bancorp Fund Services, LLC (2010 to 2015); Secretary, Series Portfolios Trust (2015 to 2017).

Steve Jensen

Year of birth: 1957

Chief Compliance Officer and Anti-Money Laundering Officer

Indefinite term, February 2019

Senior Vice President, U.S. Bancorp Fund Services, LLC (since 2011).

 

 

65

 

 

Roundhill ETFs

Supplemental Information

(Unaudited)

 

 

Investors should consider the investment objective and policies, risk considerations, charges and ongoing expenses of an investment carefully before investing. The prospectus contains this and other information relevant to an investment in the Funds. Please read the prospectus carefully before investing. A copy of the prospectus for the Funds may be obtained without charge by writing to the Funds, c/o U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, Wisconsin 53201-0701, by calling 1-800-617-0004, or by visiting the Funds’ website at www.roundhillinvestments.com.

 

QUARTERLY PORTFOLIO HOLDING INFORMATION

 

Each Fund files its complete schedule of portfolio holdings for its 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 without charge, upon request, by calling toll-free at 1-800-617-0004. Furthermore, you may obtain the Part F of Form N-PORT on the SEC’s website at www.sec.gov.

 

PROXY VOTING INFORMATION

 

Each Fund is required to file a Form N-PX, with the Fund’s complete proxy voting record for the 12 months ended June 30, no later than August 31 of each year. The Funds’ proxy voting record will be available without charge, upon request, by calling toll-free 1-800-617-0004 and on the SEC’s website at www.sec.gov.

 

FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Funds trade on an exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV of the Funds is available without charge, on the Funds’ website at www.roundhillinvestments.com.

 

TAX INFORMATION

 

For the fiscal period ended December 31, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 20%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.

 

The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

    100.00 %

Roundhill Sports Betting & iGaming ETF

    0.00 %

Roundhill Streaming Services & Technology ETF

    0.00 %

Roundhill Pro Sports, Media & Apparel ETF

    0.00 %

Roundhill Ball Metaverse ETF

    0.00 %

Roundhill IO Digital Infrastructure ETF

    70.31 %

Roundhill MEME ETF

    0.00 %

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal period ended December 31, 2021 was as follows:

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

    100.00 %

Roundhill Sports Betting & iGaming ETF

    0.00 %

Roundhill Streaming Services & Technology ETF

    0.00 %

Roundhill Pro Sports, Media & Apparel ETF

    0.00 %

Roundhill Ball Metaverse ETF

    0.00 %

Roundhill IO Digital Infrastructure ETF

    48.47 %

Roundhill MEME ETF

    0.00 %

 

66

 

 

Roundhill ETFs

Supplemental Information

(Unaudited) (Continued)

 

 

For the fiscal period ended December 31, 2021, the Percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Code Section 871(k)(2)(C) for the Funds was as follows:

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

    0.00 %

Roundhill Sports Betting & iGaming ETF

    0.00 %

Roundhill Streaming Services & Technology ETF

    0.00 %

Roundhill Pro Sports, Media & Apparel ETF

    0.00 %

Roundhill Ball Metaverse ETF

    0.00 %

Roundhill IO Digital Infrastructure ETF

    19.84 %

Roundhill MEME ETF

    0.00 %

 

For the fiscal period ended December 31, 2021, the Funds earned foreign source income and paid foreign taxes, which the Funds intend to pass through to its shareholders pursuant to Section 853 of the Internal Revenue Code as follows:

 

   

Foreign Source
Income Earned

   

Foreign
Taxes Paid

 

Roundhill BITKRAFT Esports & Digital Entertainment ETF

  $ 465,029     $ 74,450  

 

67

 

 

Roundhill ETFs

Privacy Policy

(Unaudited)

 

 

We are committed to respecting the privacy of personal information you entrust to us in the course of doing business with us.

 

The Funds collect non-public information about you from the following sources:

 

 

Information we receive about you on applications or other forms;

 

 

Information you give us orally; and/or

 

 

Information about your transactions with us or others.

 

We do not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except as permitted by law or in response to inquiries from governmental authorities. We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing the Funds. We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities. We maintain physical, electronic and procedural safeguards to guard your non-public personal information and require third parties to treat your personal information with the same high degree of confidentiality.

 

In the event that you hold shares of the Funds through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared by those entities with unaffiliated third parties.

 

68

 

 

THIS PAGE INTENTIONALLY LEFT BLANK

 

 

 

Investment Adviser:

 

Roundhill Financial Inc.
154 W. 14th St., 2nd Floor
New York, NY 10011

 

Investment Sub-Adviser:

 

Exchange Traded Concepts, LLC
10900 Hefner Pointe Drive, Suite 400
Oklahoma City, OK 73120

 

Legal Counsel:

 

Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue, N.W.
Washington, D.C. 20004

 

Independent Registered Public Accounting Firm:

 

Cohen & Company, Ltd.
1350 Euclid Avenue, Suite 800
Cleveland, OH 44115

 

Distributor:

 

Foreside Fund Services, LLC
Three Canal Plaza, Suite 100
Portland, ME 04101

 

Administrator, Fund Accountant & Transfer Agent:

 

U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
615 E. Michigan St.
Milwaukee, WI 53202

 

Custodian:

 

U.S. Bank N.A.
1555 North RiverCenter Drive, Suite 302
Milwaukee, WI 53212

 

This information must be preceded or accompanied by a current prospectus for the Funds.

 

 

 

(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 substantive 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 registrant’s Board of Trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Mr. John Jacobs is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

 

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 two fiscal years. “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 two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 

  FYE 12/31/2021 FYE 12/31/2020
Audit Fees  $89,500  $29,000
Audit-Related Fees $0 $0
Tax Fees  $21,000  $6,000
All Other Fees $0 $0

 

(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 Cohen & Company, Ltd. applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 

 

 

  FYE 12/31/2021 FYE 12/31/2020
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 last two years.

 

Non-Audit Related Fees FYE 12/31/2021 FYE 12/31/2020
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 entire Board of Trustees is acting as the registrant’s audit committee.

 

(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 President and 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 period covered by this report that have materially affected, or are 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 officer and principal financial officer 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) Listed Funds Trust  
       
  By (Signature and Title)* /s/ Gregory C. Bakken  
    Gregory C. Bakken, President/Principal Executive Officer  
       
  Date  3/9/2022  

 

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/ Gregory C. Bakken  
    Gregory C. Bakken, President/Principal Executive Officer  
       
  Date  3/9/2022  
       
       
  By (Signature and Title)* /s/ Travis G. Babich  
    Travis G. Babich, Treasurer/Principal Financial Officer  
       
  Date 3/9/2022  

 

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