|
The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete. |
| Form N-CEN/A Filer Information |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CEN ANNUAL REPORT FOR REGISTERED INVESTMENT COMPANIES | OMB APPROVAL |
| OMB Number: 3235-0729 Estimated average burden hours per response: 19.04 |
| Series ID Record | Series ID | Class ID |
|---|---|---|
| #1 | S000046243 | All |
| #2 | S000042078 | All |
| #3 | S000043147 | All |
| #4 | S000046801 | All |
| #5 | S000050740 | All |
| a. Report for period ending: | 2025-08-31 |
| b. Does this report cover a period of less than 12 months? | ☐ Yes ☒ No |
| a. Full name of Registrant | ETF Series Solutions |
|
b. Investment Company Act file number ( e.g., 811-) | 811-22668 |
| c. CIK | 0001540305 |
| d. LEI | 5493008BB0X0GYS3UI50 |
| a. Street 1 | c/o U.S. Bancorp Fund Services LLC |
| Street 2 | 615 East Michigan Street |
| b. City | Milwaukee |
| c. State, if applicable |
WISCONSIN
|
| d. Foreign country, if applicable |
UNITED STATES OF AMERICA
|
| e. Zip code and zip code extension, or foreign postal code | 53202 |
| f. Telephone number (including country code if foreign) | 4145161645 |
| g. Public Website, if any | https://acquirersdeep.com/ |
https://acquirersfund.com | |
https://defianceetfs.com/ | |
https://distillatefunds.com | |
https://etf.bahl-gaynor.com/ | |
https://mscmfunds.com/ | |
https://netleaseetf.com/ | |
https://ritaetf.com | |
https://thealaskaetf.com/ | |
https://veganetf.com | |
https://vestfin.com/etfs/HYKE-2-year-interest-rate-hedge-etf | |
https://vestfin.com/etfs/RYSE-10-year-interest-rate-hedge-etf | |
https://videntam.com/vident-etfs/ | |
https://www.aamlive.com/ETF | |
https://www.aptusetfs.com | |
https://www.clear-shares.com/ | |
https://www.hoyaetfs.com/ | |
https://www.lhafunds.com | |
https://www.pointbridgecapital.com/etf/ | |
https://www.thebrinsmerefunds.com/ | |
https://www.usglobaletfs.com/ |
| Instruction. Provide the requested information for each person maintaining physical possession of each account, book, or other document required to be maintained by section 31(a) of the Act (15 U.S.C. 80a-30(a)) and the rules under that section. |
| Location Books Record |
Name of person (e.g., a custodian of records) | Telephone | Address | Briefly describe books and records kept at this location |
|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services LLC | 8336121912 | 615 East Michigan Street Milwaukee, WISCONSIN 53202 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 |
| #2 | U.S. Bank National Association | 8336121912 | 1555 N. Rivercenter Drive Suite 302 Milwaukee, WISCONSIN 53212 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 |
| #3 | Quasar Distributors, LLC | 8662516920 | Three Canal Plaza Suite 100 Portland, MAINE 04101 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 Act for certain Series within the Registrant. |
| #4 | ClearShares LLC | 2122920959 | 606 Bald Eagle Drive Suite 608 Marco Island, FLORIDA 34145 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for OCIO, OPER and PIFI only. |
| #5 | Vident Asset Management | 4042671501 | 1125 Sanctuary Parkway Suite 515 Alpharetta, GEORGIA 30009 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for certain Series within the Registrant. |
| #6 | Little Harbor Advisors, LLC | 7816393000 | 30 Doaks Lane Marblehead, MASSACHUSETTS 01945 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for MSTB, RMIF and MSTQ only. |
| #7 | Exchange Traded Concepts, LLC | 4057788377 | 10900 Hefner Pointe Drive Suite 400 Oklahoma City, OKLAHOMA 73120 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 Act for DEEP, RITA, and NETL only. |
| #8 | Penserra Capital Management LLC | 8004568850 | 4 Orinda Way Suite 100-A Orinda, CALIFORNIA 94563 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 Act for certain Series within the Registrant. |
| #9 | Defiance ETFs, LLC | 8333339383 | 78 SW 7th Street 9th Floor Miami, FLORIDA 33130 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for SIXG and QTUM only. |
| #10 | Tidal Investments, LLC | 8449867676 | 234 West Florida Street Suite 203 Milwaukee, WISCONSIN 53204 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for ZIG only. |
| #11 | Advisors Asset Management, Inc. | 7194889956 | 18925 Base Camp Road Suite 203 Monument, COLORADO 80132 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for SPDV, PFLD, BDIV, LODI, SAWG, SAWS, TIIV and TRFM only. |
| #12 | U.S. Global Investors, Inc. | 2103081294 | 7900 Callaghan Road San Antonio, TEXAS 78229 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for JETS, GOAU, SEA and WAR only. |
| #13 | Acquirers Funds, LLC | 6465358629 | 609 Deep Valley Drive Suite 200 Rolling Hills, CALIFORNIA 90274 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for ZIG only. |
| #14 | Point Bridge Capital, LLC | 8175294600 | 300 Throckmorton Street Suite 1550 Fort Worth, TEXAS 76102 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for MAGA only. |
| #15 | Foreside Fund Services, LLC | 8662516920 | Three Canal Plaza Portland, MAINE 04101 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 Act for certain Series within the Registrant. |
| #16 | Aptus Capital Advisors, LLC | 2515177198 | 265 Young Street Fairhope, ALABAMA 36532 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for OSCV, ADME, DRSK, IDUB, MSMR, JUCY, DUBS, UPSD, DEFR and ACIO only. |
| #17 | Distillate Capital Partners LLC | 8006170004 | 53 West Jackson Blvd Suite 530 Chicago, ILLINOIS 60604 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for DSTL, DSTX, and DSMC only. |
| #18 | Hoya Capital Real Estate LLC | 8334692227 | 137 Rowayton Avenue Suite 430 Rowayton, CONNECTICUT 06853 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for HOMZ and RIET only. |
| #19 | Beyond Investing LLC | 8443299300 | 14391 Spring Hill Drive Suite 301 Spring Hill, FLORIDA 34609 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31a of the Investment Company Act of 1940 for VEGN only. |
| #20 | ALPS Distributors, Inc | 3036232577 | 1290 Broadway Suite 1000 Denver, COLORADO 80203 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for PPTY, AKAF, VIDI, VUSE and VBND only. |
| #21 | Bahl & Gaynor, Inc. | 5132876100 | 255 East Fifth Street Cincinnati, OHIO 45202 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for BGDV, SCDV, SMIG and BGIG only. |
| #22 | McElhenny Sheffield Capital Management LLC | 2149229200 | 4701 W. Lovers Lane Dallas, TEXAS 75209 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for MSMR only. |
| #23 | Grimes & Company, Inc. | 5083663883 | 110 Turnpike Road Suite 100 Westborough, MASSACHUSETTS 01581 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for RMIF only. |
| #24 | Blueprint Investment Partners LLC | 8002457339 | 1250 Revolution Mill Drive Suite 150 Greensboro, NORTH CAROLINA 27405 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for OCIO only. |
| #25 | Piton Investment Management, L.P. | 6465182800 | 401 Franklin Avenue Suite 202B Garden City, NEW YORK 11530 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for OPER and PIFI only. |
| #26 | Vest Financial LLC | 8559796060 | 8350 Broad Street Suite 240 McLean, VIRGINIA 22102 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for RYSE and HYKE only. |
| #27 | The Milwaukee Company | 2622386980 | 414 N Main Street Thiensville, WISCONSIN 53092 UNITED STATES OF AMERICA | The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 for TBFG and TBFC only. |
| Instruction. Respond "yes" to Item B.4.b only if the Registrant has filed an application to deregister or will file an application to deregister before its next required filing on this form. |
| a. Is this the first filing on this form by the Registrant? | ☐ Yes ☒ No |
| b. Is this the last filing on this form by the Registrant? | ☐ Yes ☒ No |
| Instruction. "Family of investment companies" means, except for insurance company separate accounts, any two or more registered investment companies that (i) share the same investment adviser or principal underwriter; and (ii) hold themselves out to investors as related companies for purposes of investment and investor services. In responding to this item, all Registrants in the family of investment companies should report the name of the family of investment companies identically. |
| Insurance company separate accounts that may not hold themselves out to investors as related companies (products) for purposes of investment and investor services should consider themselves part of the same family if the operational or accounting or control systems under which these entities function are substantially similar. |
| a. Is the Registrant part of a family of investment companies? | ☐ Yes ☒ No |
| Instruction. For Item B.6.a.i., the Registrant should include all Series that have been established by the Registrant and have shares outstanding (other than shares issued in connection with an initial investment to satisfy section 14(a) of the Act). |
| a. Indicate the classification of the Registrant by checking the applicable item | ☒
a. Open-end management investment company registered under the Act on Form N-1A
☐ b. Closed-end management investment company registered under the Act on Form N-2 ☐ c. Separate account offering variable annuity contracts which is registered under the Act as a management investment company on Form N-3 ☐ d. Separate account offering variable annuity contracts which is registered under the Act as a unit investment trust on Form N-4 ☐ e. Small business investment company registered under the Act on Form N-5 ☐ f. Separate account offering variable insurance contracts which is registered under the Act as a unit investment trust on Form N-6 ☐ g. Unit investment trust registered under the Act on Form N-8B-2 |
| i. Total number of Series of the Registrant | 54 |
| ii. If a Series of the Registrant with a fiscal year end covered by the report was terminated during the reporting period, provide the following information: |
| Terminated Organization Record | Name of the Series | Series identification number | Date of termination (month/year) |
|---|---|---|---|
| #1 | Blue Horizon BNE ETF | S000070106 | 09/2024 |
| #2 | AAM S&P Developed Markets High Dividend Value ETF | S000063481 | 10/2024 |
| #3 | AAM S&P Emerging Markets High Dividend Value ETF | S000059243 | 10/2024 |
| #4 | Grayscale Future of Finance ETF | S000075087 | 12/2024 |
| #5 | LHA Market State Alpha Seeker ETF | S000067502 | 12/2024 |
| #6 | AlphaMark Actively Managed Small Cap ETF | S000049009 | 12/2024 |
| #7 | Defiance Hotel, Airline, and Cruise ETF | S000072009 | 04/2025 |
| #8 | Defiance Next Gen H2 ETF | S000071206 | 04/2025 |
| #9 | Range Cancer Therapeutics ETF | S000050740 | 05/2025 |
| a. Is the Registrant the issuer of a class of securities registered under the Securities Act of 1933 ("Securities Act")? | ☒ Yes ☐ No |
| a. Provide the information requested below about each person serving as director of the Registrant (management investment companies only): |
| Director Record | Full Name | CRD number, if any | Is the person an "interested person" of the Registrant as that term is defined in section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19))? | Investment Company Act file number of any other registered investment company for which the person also serves as a director (e.g., 811-): |
|---|---|---|---|---|
| #1 | Leonard M. Rush | 000726159 | No | 811-22525 |
| #2 | David A. Massart | 002332208 | No | 811-22525 |
| #3 | Janet D. Olsen | 004312346 | No | N/A |
| #4 | Michael A. Castino | 004710889 | No | N/A |
| a. Provide the information requested below about each person serving as chief compliance officer (CCO) of the Registrant for purposes of rule 38a-1 (17 CFR 270.38a- 1): |
| Chief Compliance Officer Record | Full Name | CRD Number, if any | Telephone | Address | Has the CCO changed since the last filing? | If the chief compliance officer is compensated or employed by any person other than the Registrant, or an affiliated person of the Registrant, for providing chief compliance officer services, provide: |
|---|---|---|---|---|---|---|
| #1 | Cynthia Andrae | N/A | XXXXXX | c/o U.S. Bancorp Fund Services LLC 615 E. Michigan Street Milwaukee, WISCONSIN 53202 UNITED STATES OF AMERICA | No |
|
| Instruction. Registrants registered on Forms N-3, N-4 or N-6, should respond "yes" to this Item only if security holder votes were solicited on contract-level matters. |
| a. Were any matters submitted by the Registrant for its security holders' vote during the reporting period? | ☒ Yes ☐ No |
| i. If yes, and to the extent the response relates only to certain series of the Registrant, indicate the series involved: |
| Security Matter Series info Record | Series name | Series identification number |
|---|---|---|
| #1 | Nationwide Nasdaq-100 Risk-Managed Income ETF | S000067096 |
| Instruction. For purposes of this Item, the following proceedings should be described: (1) any bankruptcy, receivership or similar proceeding with respect to the Registrant or any of its significant subsidiaries; (2) any proceeding to which any director, officer or other affiliated person of the Registrant is a party adverse to the Registrant or any of its subsidiaries; and (3) any proceeding involving the revocation or suspension of the right of the Registrant to sell securities. |
| a. Have there been any material legal proceedings, other than routine litigation incidental to the business, to which the Registrant or any of its subsidiaries was a party or of which any of their property was the subject during the reporting period? | ☐ Yes ☒ No |
| b. Has any proceeding previously reported been terminated? | ☐ Yes ☒ No |
| a. Were any claims with respect to the Registrant filed under a fidelity bond (including, but not limited to, the fidelity insuring agreement of the bond) during the reporting period? | ☐ Yes ☒ No |
| a. Are the Registrant's officers or directors covered in their capacities as officers or directors under any directors and officers/errors and omissions insurance policy owned by the Registrant or anyone else? | ☒ Yes ☐ No |
| i. If yes, were any claims filed under the policy during the reporting period with respect to the Registrant? | ☐ Yes ☒ No |
| Instruction. For purposes of this Item, a provision of financial support includes any (1) capital contribution, (2) purchase of a security from a Money Market Fund in reliance on rule 17a-9 under the Act (17 CFR 270.17a-9), (3) purchase of any defaulted or devalued security at fair value reasonably intended to increase or stabilize the value or liquidity of the Registrant's portfolio, (4) execution of letter of credit or letter of indemnity, (5) capital support agreement (whether or not the Registrant ultimately received support), (6) performance guarantee, or (7) other similar action reasonably intended to increase or stabilize the value or liquidity of the Registrant's portfolio. Provision of financial support does not include any (1) routine waiver of fees or reimbursement of Registrant's expenses, (2) routine inter-fund lending, (3) routine inter-fund purchases of Registrant's shares, or (4) action that would qualify as financial support as defined above, that the board of directors has otherwise determined not to be reasonably intended to increase or stabilize the value or liquidity of the Registrant's portfolio. |
| a. Did an affiliated person, promoter, or principal underwriter of the Registrant, or an affiliated person of such a person, provide any form of financial support to the Registrant during the reporting period? | ☐ Yes ☒ No |
| a. During the reporting period, did the Registrant rely on any orders from the Commission granting an exemption from one or more provisions of the Act, Securities Act or Exchange Act? | ☐ Yes ☒ No |
| a. Provide the information requested below about each principal underwriter: |
| Principal Underwriter Record | Full Name | SEC file number (e.g., 8-) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the principal underwriter an affiliated person of the Registrant, or its investment adviser(s) or depositor? |
|---|---|---|---|---|---|---|---|
| #1 | Quasar Distributors, LLC | 8-52323 | 000103848 | LEI: N/A RSSD ID: N/A | MAINE | UNITED STATES OF AMERICA | No |
| #2 | Foreside Funds Distributors LLC | 8-32480 | 000031334 | LEI: N/A RSSD ID: N/A | PENNSYLVANIA | UNITED STATES OF AMERICA | No |
| #3 | ALPS Distributors, Inc | 8-34626 | 000016853 | LEI: N/A RSSD ID: N/A | COLORADO | UNITED STATES OF AMERICA | No |
| b. Have any principal underwriters been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each independent public accountant: |
| Public Accountant Record | Full Name | PCAOB Number | Identifying number(s) | State, if applicable | Foreign country, if applicable |
|---|---|---|---|---|---|
| #1 | Cohen & Company, Ltd. | 00925 | LEI: N/A RSSD ID: N/A | PENNSYLVANIA | UNITED STATES OF AMERICA |
| b. Has the independent public accountant changed since the last filing? | ☐ Yes ☒ No |
| Instruction. Small business investment companies are not required to respond to this item. |
| a. For the reporting period, did an independent public accountant's report on internal control note any material weaknesses? | ☐ Yes ☒ No |
| a. For the reporting period, did an independent public accountant issue an opinion other than an unqualified opinion with respect to its audit of the Registrant's financial statements? | ☐ Yes ☒ No |
| Instruction. Responses to this item need not include changes to valuation techniques used for individual securities (e.g., changing from market approach to income approach for a private equity security). In responding to Item B.20.c., provide the applicable "asset type" category specified in Item C.4.a. of Form N-PORT. In responding to Item B.20.d., provide a brief description of the type of investments involved. If the change in valuation methods applies only to certain sub-asset types included in the response to Item B.20.c., please provide the sub-asset types in the response to Item B.20.d. The responses to Item B.20.c. and Item B.20.d. should be identical only if the change in valuation methods applies to all assets within that category. |
| a. Have there been material changes in the method of valuation (e.g., change from use of bid price to mid price for fixed income securities or change in trigger threshold for use of fair value factors on international equity securities) of the Registrant's assets during the reporting period? | ☐ Yes ☒ No |
| a. Have there been any changes in accounting principles or practices, or any change in the method of applying any such accounting principles or practices, which will materially affect the financial statements filed or to be filed for the current year with the Commission and which has not been previously reported? | ☐ Yes ☒ No |
| a. During the reporting period, were any payments made to shareholders or shareholder accounts reprocessed as a result of an error in calculating the Registrant's net asset value (or net asset value per share)? | ☐ Yes ☒ No |
| a. During the reporting period, did the Registrant pay any dividend or make any distribution in the nature of a dividend payment, required to be accompanied by a written statement pursuant to section 19(a) of the Act (15 U.S.C. 80a-19(a)) and rule 19a-1 thereunder (17 CFR 270.19a-1)? | ☒ Yes ☐ No |
| i. If yes, and to the extent the response relates only to certain series of the Registrant, indicate the series involved: |
| Payment dividend series info Record | Series name | Series identification number |
|---|---|---|
| #1 | AAM Low Duration Preferred and Income Securities ETF | S000066987 |
| #2 | Nationwide Nasdaq-100 Risk-Managed Income ETF | S000067096 |
| #3 | Bahl & Gaynor Small/Mid Cap Income Growth ETF | S000072560 |
| #4 | AAM S&P Emerging Markets High Dividend Value ETF | S000059243 |
| #5 | Bahl & Gaynor Income Growth ETF | S000081227 |
| #6 | AAM SLC Low Duration Income ETF | S000088945 |
| #7 | AAM Brentview Dividend Growth ETF | S000085981 |
| #8 | AAM S&P 500 High Dividend Value ETF | S000059242 |
| #9 | Hoya Capital High Dividend Yield ETF | S000073033 |
| #10 | AAM S&P Developed Markets High Dividend Value ETF | S000063481 |
| #11 | NETLease Corporate Real Estate ETF | S000065033 |
| #12 | Hoya Capital Housing ETF | S000065066 |
| #13 | Bahl & Gaynor Small Cap Dividend ETF | S000089193 |
| #14 | Aptus Enhanced Yield ETF | S000077779 |
| Management investment companies that offer multiple series must complete Part C as to each series separately, even if some information is the same for two or more series. To begin this section or add an additional series(s), click on the bar labeled "Add a New Series" below. |
| Management Investment Record: 1 |
| a. Full Name of the Fund | Acquirers Small and Micro Deep Value ETF |
| b. Series identication number, if any | S000046243 |
| c. LEI | 549300F4XPMKEHF8KP37 |
| d. Is this the first filing on this form by the Fund? | ☐ Yes ☒ No |
| a. How many Classes of shares of the Fund (if any) are authorized? | 1 |
| b. How many new Classes of shares of the Fund were added during the reporting period? | 0 |
| c. How many Classes of shares of the Fund were terminated during the reporting period? | 0 |
| d. For each Class with shares outstanding, provide the information requested below: |
| Shares Outstanding Record | Full name of Class | Class identification number, if any | Ticker symbol, if any |
|---|---|---|---|
| #1 | Acquirers Small and Micro Deep Value ETF | C000144551 | DEEP |
| Instructions: 1. "Fund of Funds" means a fund that acquires securities issued by any other investment company in excess of the amounts permitted under paragraph (A) of section 12(d)(1) of the Act (15 U.S.C. 80a-12(d)(1)(A)), but, for purposes of this Item, does not include a fund that acquires securities issued by another company solely in reliance on rule 12d1-1 under the Act (CFR 270.12d1-1). 2. "Index" means an investment company, including an Exchange-Traded Fund, that seeks to track the performance of a specified index. 3. "Interval Fund" means a closed-end management investment company that makes periodic repurchases of its shares pursuant to rule 23c-3 under the Act (17 CFR 270.23c-3). 4. "Master-Feeder Fund" means a two-tiered arrangement in which one or more funds (each a feeder fund) holds shares of a single Fund (the master fund) in with section 12(d)(1)(E) of the Act (15 U.S.C. 80a-12(d)(1)(E)) or pursuant to exemptive relief granted by the Commission. 5. "Target Date Fund" means an investment company that has an investment objective or strategy of providing varying degrees of long-term appreciation and capital preservation through a mix of equity and fixed income exposures that changes over time based on an investor's age, target retirement date, or life expectancy. |
| a. Indicate if the Fund is any one of the types listed. Check all that apply. |
a. Exchange-Traded Fund or Exchange-Traded Managed Fund or
offers a Class that itself is an Exchange-Traded Fund or
Exchange-Traded Managed Fund
☒ i. Exchange-Traded Fund ☐ ii. Exchange-Traded Managed Fund ☒ b. Index Fund ☐ c. Seeks to achieve performance results that are a multiple of a benchmark, the inverse of a benchmark, or a multiple of the inverse of a benchmark ☐ d. Interval Fund ☐ e. Fund of Funds ☐ f. Master-Feeder Fund ☐ g. Money Market Fund ☐ h. Target Date Fund ☐ i. Underlying fund to a variable annuity or variable life insurance contract ☐ N/A |
| i. Is the index whose performance the Fund tracks, constructed: | |
| 1. By an affiliated person of the fund? | ☐ Yes ☒ No |
| 2. Exclusively for the fund? | ☒ Yes ☐ No |
| ii. Provide the annualized difference between the Fund's total return during the reporting period and the index's return during the reporting period (i.e., the Fund's total return less the index's return): | |
| 1. Before Fund fees and expenses: | 0.857421915185 |
| 2. After Fund fees and expenses (i.e., net asset value): | 0.036334918185 |
| iii. Provide the annualized standard deviation of the daily difference between the Fund's total return and the index's return during the reporting period: | |
| 1. Before Fund fees and expenses: | 1.033343251210 |
| 2. After Fund fees and expenses (i.e., net asset value): | 1.033398466670 |
| a. Does the Fund seek to operate as a “non-diversified company” as such term is defined in section 5(b)(2) of the Act (15 U.S.C. 80a- 5(b) (2))? | ☐ Yes ☒ No |
| Instruction. "Controlled foreign corporation" has the meaning provided in section 957 of the Internal Revenue Code [26 U.S.C. 957]. |
| a. Does the fund invest in a controlled foreign corporation for the purpose of investing in certain types of instruments such as, but not limited to, commodities? | ☐ Yes ☒ No |
| Instruction. For purposes of this Item, other adverse impacts would include, for example, (1) a loss to the Fund if collateral and indemnification were not sufficient to replace the loaned securities or their value, (2) the Fund's ineligibility to vote shares in a proxy, or (3) the Fund's ineligibility to receive a direct distribution from the issuer. |
| a. Is the Fund authorized to engage in securities lending transactions? | ☒ Yes ☐ No |
| b. Did the Fund lend any of its securities during the reporting period? | ☐ Yes ☒ No |
| c. Provide the information requested below about each securities lending agent, if any, retained by the Fund: |
| Securities Lending Record | Full name of securities lending agent | Identifying number(s) | Is the securities lending agent an affiliated person, or an affiliated person of an affiliated person, of the Fund? | Does the securities lending agent or any other entity indemnify the fund against borrower default on loans administered by this agent? | — | — | — | — | — |
|---|
| d. If a person providing cash collateral management services to the Fund in connection with the Fund's securities lending activities does not also serve as securities lending agent, provide the following information about each cash collateral manager: |
| Collateral Managers Record | Full name of cash collateral manager | Identifying number(s) | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of a securities lending agent retained by the Fund? | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of the Fund? | — | — | — | — | — |
|---|
| e. Types of payments made to one or more securities lending agents and cash collateral managers (check all that apply): | ☐
i. Revenue sharing split
☐ ii. Non-revenue sharing split (other than administrative fee) ☐ iii. Administrative fee ☐ iv. Cash collateral reinvestment fee ☐ v. Indemnification fee ☐ vi. Other ☒ N/A |
| f. Provide the monthly average of the value of portfolio securities on loan during the reporting period | N/A |
| g. Provide the net income from securities lending activities | N/A |
| a. Did the Fund rely on the following statutory exemption or any of the rules under the Act during the reporting period? (check all that apply) | ☐
a. Rule 10f-3 (17 CFR 270.10f-3)
☒ b. Rule 12d1-1 (17 CFR 270.12d1-1) ☐ c. Rule 15a-4 (17 CFR 270.15a-4) ☐ d. Rule 17a-6 (17 CFR 270.17a-6) ☐ e. Rule 17a-7 (17 CFR 270.17a-7) ☐ f. Rule 17a-8 (17 CFR 270.17a-8) ☐ g. Rule 17e-1 (17 CFR 270.17e-1) ☐ h. Rule 22d-1 (17 CFR 270.22d-1) ☐ i. Rule 23c-1 (17 CFR 270.23c-1) ☒ j. Rule 32a-4 (17 CFR 270.32a-4) ☒ k. Rule 6c-11 (17 CFR 270.6c-11) ☐ l. Rule 12d1-4 (17 CFR 270.12d1-4) ☐ m. Section 12(d)(1)(G) of the Act (15 USC 80a-12(d)(1)(G)) ☐ n. Rule 18f-4 (17 CFR 270.18f-4) ☐
i. Is the Fund excepted from the rule 18f-4 (17 CFR 270.18f-4)
program requirement and limit on fund leverage risk under
rule 18f-4(c)(4) (17CFR 270.18f-4(c)(4))?
☐
N/A
☐ ii. Is the Fund a leveraged/inverse fund that, under rule 18f-4(c)(5) (17 CFR 270.18f-4(c)(5)), is excepted from the requirement to comply with the limit on fund leverage risk described in rule 18f-4(c)(2) (17 CFR 270.18f-4(c)(2))? ☐ iii. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(i) (17 CFR 270.18f-4(d)(i))? ☐ iv. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(ii) (17 CFR 270.18f-4(d)(ii))? ☐ v. Did the Fund enter into any unfunded commitment agreements under rule 18f-4(e) (17 CFR 270.18f-4(e))? ☐ vi. Did the Fund invest in a security on a when-issued or forward-settling basis, or with a non-standard settlement cycle, in reliance on rule 18f-4(f) (17 CFR 270.18f-4(f))? |
| Instruction. Provide information concerning any direct or indirect limitations, waivers or reductions, on the level of expenses incurred by the fund during the reporting period. A limitation, for example, may be applied indirectly (such as when an adviser agrees to accept a reduced fee pursuant to a voluntary fee waiver) or it may apply only for a temporary period such as for a new fund in its start-up phase. |
| a. Did the Fund have an expense limitation arrangement in place during the reporting period? | ☐ Yes ☒ No |
| b. Were any expenses of the Fund reduced or waived pursuant to an expense limitation arrangement during the reporting period? | ☐ Yes ☒ No |
| c. Are the fees waived subject to recoupment? | ☐ Yes ☒ No |
| d. Were any expenses previously waived recouped during the period? | ☐ Yes ☒ No |
| a. Provide the following information about each investment adviser (other than a sub-adviser) of the Fund: |
| Investment Advisers Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Was the investment adviser hired during the reporting period? |
|---|---|---|---|---|---|---|---|
| #1 | Exchange Traded Concepts, LLC | 801-70485 | 000151197 | LEI: 549300BB5DRIKK8VVV91 RSSD ID: N/A | OKLAHOMA | UNITED STATES OF AMERICA | No |
| b. If an investment adviser (other than a sub- adviser) to the Fund was terminated during the reporting period, provide the following with respect to each investment adviser: |
| Investment Advisers Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| c. For each sub-adviser to the Fund, provide the information requested: |
| Sub-Advisors Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the sub-adviser an affiliated person of the Fund's investment adviser(s)? | Was the sub-adviser hired during the reporting period? | — | — | — | — | — | — | — | — | — |
|---|
| d. If a sub-adviser was terminated during the reporting period, provide the following with respect to such sub-adviser: |
| Sub-Advisors Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| a. Provide the following information about each person providing transfer agency services to the Fund: |
| Transfer Agents Record | Full name |
SEC file number ( e.g., 801- ) | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the transfer agent an affiliated person of the Fund or its investment adviser(s)? | Is the transfer agent a sub-transfer agent? |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | 85-11357 | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a transfer agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided pricing services to the Fund during the reporting period: |
| Pricing Services Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the pricing service an affiliated person of the Fund or its investment adviser(s)? |
|---|---|---|---|---|---|
| #1 | ICE Data Pricing & Reference Data, LLC | LEI: 5493000NQ9LYLDBCTL34 RSSD ID: N/A | DELAWARE | UNITED STATES OF AMERICA | No |
| b. Was a pricing service hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided custodial services to the Fund during the reporting period: |
| Custodians Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the custodian an affiliated person of the Fund or its investment adviser(s)? | Is the custodian a sub-custodian? |
Type of custody (describe if "Other") |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bank National Association | LEI: 6BYL5QZYBDK8S7L73M02 RSSD ID: N/A | OHIO | UNITED STATES OF AMERICA | No | No | Bank - section 17(f)(1) (15 U.S.C. 80a-17(f)(1)) |
| b. Has a custodian been hired or terminated during the reporting period?* | ☐ Yes ☒ No |
| a. Provide the following information about each shareholder servicing agent of the Fund: |
| Shareholder Servicing Agents Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the shareholder servicing agent an affiliated person of the Fund or its investment adviser(s)? | Is the shareholder servicing agent a sub-shareholder servicing agent? | — | — | — | — | — | — | — |
|---|
| b. Has a shareholder servicing agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each administrator of the Fund: |
| Administrators Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the administrator an affiliated person of the Fund or its investment adviser(s)? | Is the administrator a sub-administrator? |
|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a third-party administrator been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each affiliated broker-dealer: |
| Broker-Dealers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total commissions paid to the affiliated broker-dealer for the reporting period | — | — | — | — | — | — | — | — |
|---|
| Instructions to Item C.16 and Item C.17. To help Registrants distinguish between agency and principal transactions, and to promote consistent reporting of the information required by these items, the following criteria should be used: 1. If a security is purchased or sold in a transaction for which the confirmation specifies the amount of the commission to be paid by the Registrant, the transaction should be considered an agency transaction and included in determining the answers to Item C.16. 2. If a security is purchased or sold in a transaction for which the confirmation specifies only the net amount to be paid or received by the Registrant and such net amount is equal to the market value of the security at the time of the transaction, the transaction should be considered a principal transaction and included in determining the amounts in Item C.17. 3. If a security is purchased by the Registrant in an underwritten offering, the acquisition should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the underwriters are receiving from the issuer. 4. If a security is sold by the Registrant in a tender offer, the sale should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the offeror is paying to soliciting brokers or dealers. 5. If a security is purchased directly from the issuer (such as a bank CD), the purchase should be considered a principal transaction and included in answering Item C.17. 6. The value of called or maturing securities should not be counted in either agency or principal transactions and should not be included in determining the amounts shown in Item C.16 and Item C.17. This means that the acquisition of a security may be included, but it is possible that its disposition may not be included. Disposition of a repurchase agreement at its expiration date should not be included. 7. The purchase or sales of securities in transactions not described in paragraphs (1) through (6) above should be evaluated by the Fund based upon the guidelines established in those paragraphs and classified accordingly. The agents considered in Item C.16 may be persons or companies not registered under the Exchange Act as securities brokers. The persons or companies from whom the investment company purchased or to whom it sold portfolio instruments on a principal basis may be persons or entities not registered under the Exchange Act as securities dealers. |
| a. For each of the ten brokers that received the largest dollar amount of brokerage commissions (excluding dealer concessions in underwritings) by virtue of direct or indirect participation in the Fund’s portfolio transactions, provide the information below: |
| Brokers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Gross commissions paid by the Fund for the reporting period |
|---|---|---|---|---|---|---|---|
| #1 | MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED | 008-07221 | 000007691 | LEI: 8NAV47T0Y26Q87Y0QP81 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 61,789.000000000000 |
| #2 | GOLDMAN SACHS & CO. LLC | 008-00129 | 000000361 | LEI: FOR8UP27PHTHYVLBNG30 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 81.000000000000 |
| b. Aggregate brokerage commissions paid by Fund during the reporting period: | 61,870.000000000000 |
| a. For each of the ten entities acting as principals with which the Fund did the largest dollar amount of principal transactions (include all short-term obligations, and U.S. government and tax-free securities) in both the secondary market and in underwritten offerings, provide the information below: |
| Principal Transactions Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total value of purchases and sales (excluding maturing securities) with Fund | — | — | — | — | — | — | — | — |
|---|
| b. Aggregate value of principal purchase/sale transactions of Fund during the reporting period: | 0.000000000000 |
| a. During the reporting period, did the Fund pay commissions to broker-dealers for "brokerage and research services" within the meaning of section 28(e) of the Exchange Act (15 U.S.C. 78bb)? | ☐ Yes ☒ No |
| a. Provide the Fund's (other than a money market fund's) monthly average net assets during the reporting period | 27,723,945.000000000000 |
| b. Provide the money market fund's daily average net assets during the reporting period |
| For open-end management investment companies, respond to the following: |
| a. Does the Fund have available a line of credit? | ☐ Yes ☒ No |
| b. Did the Fund engage in interfund lending? | ☐ Yes ☒ No |
| c. Did the Fund engage in interfund borrowing? | ☐ Yes ☒ No |
| For open-end management investment companies, respond to the following: |
| a. Did the Fund (if not a Money Market Fund, Exchange-Traded Fund, or Exchange-Traded Managed Fund) engage in swing pricing? | ☐ Yes ☐ No |
| For open-end management investment companies subject to rule 22e-4 (17 CFR 270.22e-4), respond to the following: |
| a. Provide the following information about each person that provided liquidity classification services to the Fund during the reporting period: |
| Liquidity Classification Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the liquidity classification service an affiliated person of the Fund or its investment adviser(s)? | Asset class(es) for which liquidity classification services were provided to the Fund | — | — | — | — | — | — | — |
|---|
| b. Was a liquidity classification service hired or terminated during the reporting period? | ☐ Yes ☐ No |
| Management Investment Record: 2 |
| a. Full Name of the Fund | Vident International Equity Strategy ETF |
| b. Series identication number, if any | S000042078 |
| c. LEI | 5493004M2YRI1LYU4Y95 |
| d. Is this the first filing on this form by the Fund? | ☐ Yes ☒ No |
| a. How many Classes of shares of the Fund (if any) are authorized? | 1 |
| b. How many new Classes of shares of the Fund were added during the reporting period? | 0 |
| c. How many Classes of shares of the Fund were terminated during the reporting period? | 0 |
| d. For each Class with shares outstanding, provide the information requested below: |
| Shares Outstanding Record | Full name of Class | Class identification number, if any | Ticker symbol, if any |
|---|---|---|---|
| #1 | Vident International Equity Strategy ETF | C000130685 | VIDI |
| Instructions: 1. "Fund of Funds" means a fund that acquires securities issued by any other investment company in excess of the amounts permitted under paragraph (A) of section 12(d)(1) of the Act (15 U.S.C. 80a-12(d)(1)(A)), but, for purposes of this Item, does not include a fund that acquires securities issued by another company solely in reliance on rule 12d1-1 under the Act (CFR 270.12d1-1). 2. "Index" means an investment company, including an Exchange-Traded Fund, that seeks to track the performance of a specified index. 3. "Interval Fund" means a closed-end management investment company that makes periodic repurchases of its shares pursuant to rule 23c-3 under the Act (17 CFR 270.23c-3). 4. "Master-Feeder Fund" means a two-tiered arrangement in which one or more funds (each a feeder fund) holds shares of a single Fund (the master fund) in with section 12(d)(1)(E) of the Act (15 U.S.C. 80a-12(d)(1)(E)) or pursuant to exemptive relief granted by the Commission. 5. "Target Date Fund" means an investment company that has an investment objective or strategy of providing varying degrees of long-term appreciation and capital preservation through a mix of equity and fixed income exposures that changes over time based on an investor's age, target retirement date, or life expectancy. |
| a. Indicate if the Fund is any one of the types listed. Check all that apply. |
a. Exchange-Traded Fund or Exchange-Traded Managed Fund or
offers a Class that itself is an Exchange-Traded Fund or
Exchange-Traded Managed Fund
☒ i. Exchange-Traded Fund ☐ ii. Exchange-Traded Managed Fund ☒ b. Index Fund ☐ c. Seeks to achieve performance results that are a multiple of a benchmark, the inverse of a benchmark, or a multiple of the inverse of a benchmark ☐ d. Interval Fund ☐ e. Fund of Funds ☐ f. Master-Feeder Fund ☐ g. Money Market Fund ☐ h. Target Date Fund ☐ i. Underlying fund to a variable annuity or variable life insurance contract ☐ N/A |
| i. Is the index whose performance the Fund tracks, constructed: | |
| 1. By an affiliated person of the fund? | ☒ Yes ☐ No |
| 2. Exclusively for the fund? | ☐ Yes ☒ No |
| ii. Provide the annualized difference between the Fund's total return during the reporting period and the index's return during the reporting period (i.e., the Fund's total return less the index's return): | |
| 1. Before Fund fees and expenses: | -1.294325000000 |
| 2. After Fund fees and expenses (i.e., net asset value): | -2.064474000000 |
| iii. Provide the annualized standard deviation of the daily difference between the Fund's total return and the index's return during the reporting period: | |
| 1. Before Fund fees and expenses: | 1.724470000000 |
| 2. After Fund fees and expenses (i.e., net asset value): | 1.724452000000 |
| a. Does the Fund seek to operate as a “non-diversified company” as such term is defined in section 5(b)(2) of the Act (15 U.S.C. 80a- 5(b) (2))? | ☐ Yes ☒ No |
| Instruction. "Controlled foreign corporation" has the meaning provided in section 957 of the Internal Revenue Code [26 U.S.C. 957]. |
| a. Does the fund invest in a controlled foreign corporation for the purpose of investing in certain types of instruments such as, but not limited to, commodities? | ☐ Yes ☒ No |
| Instruction. For purposes of this Item, other adverse impacts would include, for example, (1) a loss to the Fund if collateral and indemnification were not sufficient to replace the loaned securities or their value, (2) the Fund's ineligibility to vote shares in a proxy, or (3) the Fund's ineligibility to receive a direct distribution from the issuer. |
| a. Is the Fund authorized to engage in securities lending transactions? | ☒ Yes ☐ No |
| b. Did the Fund lend any of its securities during the reporting period? | ☐ Yes ☒ No |
| c. Provide the information requested below about each securities lending agent, if any, retained by the Fund: |
| Securities Lending Record | Full name of securities lending agent | Identifying number(s) | Is the securities lending agent an affiliated person, or an affiliated person of an affiliated person, of the Fund? | Does the securities lending agent or any other entity indemnify the fund against borrower default on loans administered by this agent? | — | — | — | — | — |
|---|
| d. If a person providing cash collateral management services to the Fund in connection with the Fund's securities lending activities does not also serve as securities lending agent, provide the following information about each cash collateral manager: |
| Collateral Managers Record | Full name of cash collateral manager | Identifying number(s) | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of a securities lending agent retained by the Fund? | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of the Fund? | — | — | — | — | — |
|---|
| e. Types of payments made to one or more securities lending agents and cash collateral managers (check all that apply): | ☐
i. Revenue sharing split
☐ ii. Non-revenue sharing split (other than administrative fee) ☐ iii. Administrative fee ☐ iv. Cash collateral reinvestment fee ☐ v. Indemnification fee ☐ vi. Other ☒ N/A |
| f. Provide the monthly average of the value of portfolio securities on loan during the reporting period | N/A |
| g. Provide the net income from securities lending activities | N/A |
| a. Did the Fund rely on the following statutory exemption or any of the rules under the Act during the reporting period? (check all that apply) | ☐
a. Rule 10f-3 (17 CFR 270.10f-3)
☒ b. Rule 12d1-1 (17 CFR 270.12d1-1) ☐ c. Rule 15a-4 (17 CFR 270.15a-4) ☐ d. Rule 17a-6 (17 CFR 270.17a-6) ☐ e. Rule 17a-7 (17 CFR 270.17a-7) ☐ f. Rule 17a-8 (17 CFR 270.17a-8) ☐ g. Rule 17e-1 (17 CFR 270.17e-1) ☐ h. Rule 22d-1 (17 CFR 270.22d-1) ☐ i. Rule 23c-1 (17 CFR 270.23c-1) ☒ j. Rule 32a-4 (17 CFR 270.32a-4) ☒ k. Rule 6c-11 (17 CFR 270.6c-11) ☐ l. Rule 12d1-4 (17 CFR 270.12d1-4) ☐ m. Section 12(d)(1)(G) of the Act (15 USC 80a-12(d)(1)(G)) ☐ n. Rule 18f-4 (17 CFR 270.18f-4) ☐
i. Is the Fund excepted from the rule 18f-4 (17 CFR 270.18f-4)
program requirement and limit on fund leverage risk under
rule 18f-4(c)(4) (17CFR 270.18f-4(c)(4))?
☐
N/A
☐ ii. Is the Fund a leveraged/inverse fund that, under rule 18f-4(c)(5) (17 CFR 270.18f-4(c)(5)), is excepted from the requirement to comply with the limit on fund leverage risk described in rule 18f-4(c)(2) (17 CFR 270.18f-4(c)(2))? ☐ iii. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(i) (17 CFR 270.18f-4(d)(i))? ☐ iv. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(ii) (17 CFR 270.18f-4(d)(ii))? ☐ v. Did the Fund enter into any unfunded commitment agreements under rule 18f-4(e) (17 CFR 270.18f-4(e))? ☐ vi. Did the Fund invest in a security on a when-issued or forward-settling basis, or with a non-standard settlement cycle, in reliance on rule 18f-4(f) (17 CFR 270.18f-4(f))? |
| Instruction. Provide information concerning any direct or indirect limitations, waivers or reductions, on the level of expenses incurred by the fund during the reporting period. A limitation, for example, may be applied indirectly (such as when an adviser agrees to accept a reduced fee pursuant to a voluntary fee waiver) or it may apply only for a temporary period such as for a new fund in its start-up phase. |
| a. Did the Fund have an expense limitation arrangement in place during the reporting period? | ☐ Yes ☒ No |
| b. Were any expenses of the Fund reduced or waived pursuant to an expense limitation arrangement during the reporting period? | ☐ Yes ☒ No |
| c. Are the fees waived subject to recoupment? | ☐ Yes ☒ No |
| d. Were any expenses previously waived recouped during the period? | ☐ Yes ☒ No |
| a. Provide the following information about each investment adviser (other than a sub-adviser) of the Fund: |
| Investment Advisers Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Was the investment adviser hired during the reporting period? |
|---|---|---|---|---|---|---|---|
| #1 | VIDENT ASSET MANAGEMENT | 801-114538 | 000286662 | LEI: 2549006O7NBGRQ97Z707 RSSD ID: N/A | GEORGIA | UNITED STATES OF AMERICA | No |
| b. If an investment adviser (other than a sub- adviser) to the Fund was terminated during the reporting period, provide the following with respect to each investment adviser: |
| Investment Advisers Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| c. For each sub-adviser to the Fund, provide the information requested: |
| Sub-Advisors Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the sub-adviser an affiliated person of the Fund's investment adviser(s)? | Was the sub-adviser hired during the reporting period? | — | — | — | — | — | — | — | — | — |
|---|
| d. If a sub-adviser was terminated during the reporting period, provide the following with respect to such sub-adviser: |
| Sub-Advisors Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| a. Provide the following information about each person providing transfer agency services to the Fund: |
| Transfer Agents Record | Full name |
SEC file number ( e.g., 801- ) | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the transfer agent an affiliated person of the Fund or its investment adviser(s)? | Is the transfer agent a sub-transfer agent? |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | 85-11357 | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a transfer agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided pricing services to the Fund during the reporting period: |
| Pricing Services Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the pricing service an affiliated person of the Fund or its investment adviser(s)? |
|---|---|---|---|---|---|
| #1 | ICE Data Pricing & Reference Data, LLC | LEI: 5493000NQ9LYLDBCTL34 RSSD ID: N/A | DELAWARE | UNITED STATES OF AMERICA | No |
| b. Was a pricing service hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided custodial services to the Fund during the reporting period: |
| Custodians Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the custodian an affiliated person of the Fund or its investment adviser(s)? | Is the custodian a sub-custodian? |
Type of custody (describe if "Other") |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bank National Association | LEI: 6BYL5QZYBDK8S7L73M02 RSSD ID: N/A | OHIO | UNITED STATES OF AMERICA | No | No | Bank - section 17(f)(1) (15 U.S.C. 80a-17(f)(1)) |
| #2 | The Bank of New York Mellon | LEI: HPFHU0OQ28E4N0NFVK49 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | No | Yes | Bank - section 17(f)(1) (15 U.S.C. 80a-17(f)(1)) |
| #3 | Skandinaviska Enskilda Banken AB (publ) (SEB) | LEI: F3JS33DEI6XQ4ZBPTN86 RSSD ID: N/A | SWEDEN | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) | |
| #4 | Citibank, N.A. | LEI: E57ODZWZ7FF32TWEFA76 RSSD ID: N/A | SOUTH DAKOTA | UNITED STATES OF AMERICA | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) |
| #5 | Banco de Chile as agent for Citibank N.A. New York | LEI: 8B4EZFY8IHJC44TT2K84 RSSD ID: N/A | CHILE | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) | |
| #6 | Euroclear Bank SA/NV | LEI: 549300OZ46BRLZ8Y6F65 RSSD ID: N/A | BELGIUM | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) | |
| #7 | RBC Investor Services Trust | LEI: 5493002MUOV04NSPT571 RSSD ID: N/A | CANADA (FEDERAL LEVEL) | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) | |
| #8 | HongKong and Shanghai Banking Corporation Limited | LEI: 2HI3YI5320L3RW6NJ957 RSSD ID: N/A | HONG KONG | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) | |
| #9 | BNP Paribas, London Branch | LEI: R0MUWSFPU8MPRO8K5P83 RSSD ID: N/A | UNITED KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) | |
| #10 | HSBC Bank (Taiwan) Ltd. | LEI: 549300SG184IVNYDMN03 RSSD ID: N/A | TAIWAN | No | Yes | Foreign custodian - rule 17f-5 (17 CFR 270.17f-5) |
| b. Has a custodian been hired or terminated during the reporting period?* | ☐ Yes ☒ No |
| a. Provide the following information about each shareholder servicing agent of the Fund: |
| Shareholder Servicing Agents Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the shareholder servicing agent an affiliated person of the Fund or its investment adviser(s)? | Is the shareholder servicing agent a sub-shareholder servicing agent? | — | — | — | — | — | — | — |
|---|
| b. Has a shareholder servicing agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each administrator of the Fund: |
| Administrators Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the administrator an affiliated person of the Fund or its investment adviser(s)? | Is the administrator a sub-administrator? |
|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a third-party administrator been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each affiliated broker-dealer: |
| Broker-Dealers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total commissions paid to the affiliated broker-dealer for the reporting period | — | — | — | — | — | — | — | — |
|---|
| Instructions to Item C.16 and Item C.17. To help Registrants distinguish between agency and principal transactions, and to promote consistent reporting of the information required by these items, the following criteria should be used: 1. If a security is purchased or sold in a transaction for which the confirmation specifies the amount of the commission to be paid by the Registrant, the transaction should be considered an agency transaction and included in determining the answers to Item C.16. 2. If a security is purchased or sold in a transaction for which the confirmation specifies only the net amount to be paid or received by the Registrant and such net amount is equal to the market value of the security at the time of the transaction, the transaction should be considered a principal transaction and included in determining the amounts in Item C.17. 3. If a security is purchased by the Registrant in an underwritten offering, the acquisition should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the underwriters are receiving from the issuer. 4. If a security is sold by the Registrant in a tender offer, the sale should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the offeror is paying to soliciting brokers or dealers. 5. If a security is purchased directly from the issuer (such as a bank CD), the purchase should be considered a principal transaction and included in answering Item C.17. 6. The value of called or maturing securities should not be counted in either agency or principal transactions and should not be included in determining the amounts shown in Item C.16 and Item C.17. This means that the acquisition of a security may be included, but it is possible that its disposition may not be included. Disposition of a repurchase agreement at its expiration date should not be included. 7. The purchase or sales of securities in transactions not described in paragraphs (1) through (6) above should be evaluated by the Fund based upon the guidelines established in those paragraphs and classified accordingly. The agents considered in Item C.16 may be persons or companies not registered under the Exchange Act as securities brokers. The persons or companies from whom the investment company purchased or to whom it sold portfolio instruments on a principal basis may be persons or entities not registered under the Exchange Act as securities dealers. |
| a. For each of the ten brokers that received the largest dollar amount of brokerage commissions (excluding dealer concessions in underwritings) by virtue of direct or indirect participation in the Fund’s portfolio transactions, provide the information below: |
| Brokers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Gross commissions paid by the Fund for the reporting period |
|---|---|---|---|---|---|---|---|
| #1 | ITG INC. | 008-44218 | 000029299 | LEI: 549300S41SMIODVIT266 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 79,593.000000000000 |
| #2 | KCG SECURITIES, LLC | 008-68357 | 000151300 | LEI: N/A RSSD ID: N/A | UTAH | UNITED STATES OF AMERICA | 55,744.000000000000 |
| #3 | BTIG, LLC | 008-65473 | 000122225 | LEI: 549300GTG9PL6WO3EC51 RSSD ID: N/A | CALIFORNIA | UNITED STATES OF AMERICA | 32,443.000000000000 |
| #4 | ABN AMRO SECURITIES (USA) LLC | 008-68398 | 000151796 | LEI: 549300FIFV1CB6HD9A14 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 29,294.000000000000 |
| #5 | CITIGROUP GLOBAL MARKETS INC. | 008-08177 | 000007059 | LEI: MBNUM2BPBDO7JBLYG310 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 26,313.000000000000 |
| #6 | BNP PARIBAS SECURITIES CORP. | 008-32682 | 000015794 | LEI: RCNB6OTYUAMMP879YW96 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 21,290.000000000000 |
| #7 | KOREA INVESTMENT & SECURITIES AMERICA INC. | 008-52615 | 000104158 | LEI: N/A RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 20,527.000000000000 |
| #8 | MIRAE ASSET SECURITIES (USA) INC. | 008-45034 | 000030679 | LEI: 25490087B4GFZLJZE912 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 20,010.000000000000 |
| #9 | VIRTU FINANCIAL CAPITAL MARKETS LLC | 008-51262 | 000045986 | LEI: 5493006FX0HRYU3G2R47 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 12,826.000000000000 |
| #10 | GOLDMAN SACHS & CO. LLC | 008-00129 | 000000361 | LEI: FOR8UP27PHTHYVLBNG30 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 12,712.000000000000 |
| b. Aggregate brokerage commissions paid by Fund during the reporting period: | 335,880.000000000000 |
| a. For each of the ten entities acting as principals with which the Fund did the largest dollar amount of principal transactions (include all short-term obligations, and U.S. government and tax-free securities) in both the secondary market and in underwritten offerings, provide the information below: |
| Principal Transactions Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total value of purchases and sales (excluding maturing securities) with Fund |
|---|---|---|---|---|---|---|---|
| #1 | ABN AMRO SECURITIES (USA) LLC | 008-68398 | 000151796 | LEI: 549300FIFV1CB6HD9A14 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 3.000000000000 |
| #2 | U.S. BANCORP INVESTMENTS INC. | 008-35359 | 000017868 | LEI: H85Z6XZP8B10ES0M2G89 RSSD ID: N/A | MINNESOTA | UNITED STATES OF AMERICA | 2.000000000000 |
| b. Aggregate value of principal purchase/sale transactions of Fund during the reporting period: | 5.000000000000 |
| a. During the reporting period, did the Fund pay commissions to broker-dealers for "brokerage and research services" within the meaning of section 28(e) of the Exchange Act (15 U.S.C. 78bb)? | ☐ Yes ☒ No |
| a. Provide the Fund's (other than a money market fund's) monthly average net assets during the reporting period | 345,252,018.000000000000 |
| b. Provide the money market fund's daily average net assets during the reporting period |
| For open-end management investment companies, respond to the following: |
| a. Does the Fund have available a line of credit? | ☐ Yes ☒ No |
| b. Did the Fund engage in interfund lending? | ☐ Yes ☒ No |
| c. Did the Fund engage in interfund borrowing? | ☐ Yes ☒ No |
| For open-end management investment companies, respond to the following: |
| a. Did the Fund (if not a Money Market Fund, Exchange-Traded Fund, or Exchange-Traded Managed Fund) engage in swing pricing? | ☐ Yes ☐ No |
| For open-end management investment companies subject to rule 22e-4 (17 CFR 270.22e-4), respond to the following: |
| a. Provide the following information about each person that provided liquidity classification services to the Fund during the reporting period: |
| Liquidity Classification Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the liquidity classification service an affiliated person of the Fund or its investment adviser(s)? | Asset class(es) for which liquidity classification services were provided to the Fund | — | — | — | — | — | — | — |
|---|
| b. Was a liquidity classification service hired or terminated during the reporting period? | ☐ Yes ☐ No |
| Management Investment Record: 3 |
| a. Full Name of the Fund | Vident U.S. Equity Strategy ETF |
| b. Series identication number, if any | S000043147 |
| c. LEI | 549300AZ81M6116DZI53 |
| d. Is this the first filing on this form by the Fund? | ☐ Yes ☒ No |
| a. How many Classes of shares of the Fund (if any) are authorized? | 1 |
| b. How many new Classes of shares of the Fund were added during the reporting period? | 0 |
| c. How many Classes of shares of the Fund were terminated during the reporting period? | 0 |
| d. For each Class with shares outstanding, provide the information requested below: |
| Shares Outstanding Record | Full name of Class | Class identification number, if any | Ticker symbol, if any |
|---|---|---|---|
| #1 | Vident U.S. Equity Strategy ETF | C000133545 | VUSE |
| Instructions: 1. "Fund of Funds" means a fund that acquires securities issued by any other investment company in excess of the amounts permitted under paragraph (A) of section 12(d)(1) of the Act (15 U.S.C. 80a-12(d)(1)(A)), but, for purposes of this Item, does not include a fund that acquires securities issued by another company solely in reliance on rule 12d1-1 under the Act (CFR 270.12d1-1). 2. "Index" means an investment company, including an Exchange-Traded Fund, that seeks to track the performance of a specified index. 3. "Interval Fund" means a closed-end management investment company that makes periodic repurchases of its shares pursuant to rule 23c-3 under the Act (17 CFR 270.23c-3). 4. "Master-Feeder Fund" means a two-tiered arrangement in which one or more funds (each a feeder fund) holds shares of a single Fund (the master fund) in with section 12(d)(1)(E) of the Act (15 U.S.C. 80a-12(d)(1)(E)) or pursuant to exemptive relief granted by the Commission. 5. "Target Date Fund" means an investment company that has an investment objective or strategy of providing varying degrees of long-term appreciation and capital preservation through a mix of equity and fixed income exposures that changes over time based on an investor's age, target retirement date, or life expectancy. |
| a. Indicate if the Fund is any one of the types listed. Check all that apply. |
a. Exchange-Traded Fund or Exchange-Traded Managed Fund or
offers a Class that itself is an Exchange-Traded Fund or
Exchange-Traded Managed Fund
☒ i. Exchange-Traded Fund ☐ ii. Exchange-Traded Managed Fund ☒ b. Index Fund ☐ c. Seeks to achieve performance results that are a multiple of a benchmark, the inverse of a benchmark, or a multiple of the inverse of a benchmark ☐ d. Interval Fund ☐ e. Fund of Funds ☐ f. Master-Feeder Fund ☐ g. Money Market Fund ☐ h. Target Date Fund ☐ i. Underlying fund to a variable annuity or variable life insurance contract ☐ N/A |
| i. Is the index whose performance the Fund tracks, constructed: | |
| 1. By an affiliated person of the fund? | ☒ Yes ☐ No |
| 2. Exclusively for the fund? | ☐ Yes ☒ No |
| ii. Provide the annualized difference between the Fund's total return during the reporting period and the index's return during the reporting period (i.e., the Fund's total return less the index's return): | |
| 1. Before Fund fees and expenses: | -0.038370000000 |
| 2. After Fund fees and expenses (i.e., net asset value): | -0.614755000000 |
| iii. Provide the annualized standard deviation of the daily difference between the Fund's total return and the index's return during the reporting period: | |
| 1. Before Fund fees and expenses: | 0.045656000000 |
| 2. After Fund fees and expenses (i.e., net asset value): | 0.045859000000 |
| a. Does the Fund seek to operate as a “non-diversified company” as such term is defined in section 5(b)(2) of the Act (15 U.S.C. 80a- 5(b) (2))? | ☐ Yes ☒ No |
| Instruction. "Controlled foreign corporation" has the meaning provided in section 957 of the Internal Revenue Code [26 U.S.C. 957]. |
| a. Does the fund invest in a controlled foreign corporation for the purpose of investing in certain types of instruments such as, but not limited to, commodities? | ☐ Yes ☒ No |
| Instruction. For purposes of this Item, other adverse impacts would include, for example, (1) a loss to the Fund if collateral and indemnification were not sufficient to replace the loaned securities or their value, (2) the Fund's ineligibility to vote shares in a proxy, or (3) the Fund's ineligibility to receive a direct distribution from the issuer. |
| a. Is the Fund authorized to engage in securities lending transactions? | ☒ Yes ☐ No |
| b. Did the Fund lend any of its securities during the reporting period? | ☐ Yes ☒ No |
| c. Provide the information requested below about each securities lending agent, if any, retained by the Fund: |
| Securities Lending Record | Full name of securities lending agent | Identifying number(s) | Is the securities lending agent an affiliated person, or an affiliated person of an affiliated person, of the Fund? | Does the securities lending agent or any other entity indemnify the fund against borrower default on loans administered by this agent? | — | — | — | — | — |
|---|
| d. If a person providing cash collateral management services to the Fund in connection with the Fund's securities lending activities does not also serve as securities lending agent, provide the following information about each cash collateral manager: |
| Collateral Managers Record | Full name of cash collateral manager | Identifying number(s) | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of a securities lending agent retained by the Fund? | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of the Fund? | — | — | — | — | — |
|---|
| e. Types of payments made to one or more securities lending agents and cash collateral managers (check all that apply): | ☐
i. Revenue sharing split
☐ ii. Non-revenue sharing split (other than administrative fee) ☐ iii. Administrative fee ☐ iv. Cash collateral reinvestment fee ☐ v. Indemnification fee ☐ vi. Other ☒ N/A |
| f. Provide the monthly average of the value of portfolio securities on loan during the reporting period | N/A |
| g. Provide the net income from securities lending activities | N/A |
| a. Did the Fund rely on the following statutory exemption or any of the rules under the Act during the reporting period? (check all that apply) | ☐
a. Rule 10f-3 (17 CFR 270.10f-3)
☒ b. Rule 12d1-1 (17 CFR 270.12d1-1) ☐ c. Rule 15a-4 (17 CFR 270.15a-4) ☐ d. Rule 17a-6 (17 CFR 270.17a-6) ☐ e. Rule 17a-7 (17 CFR 270.17a-7) ☐ f. Rule 17a-8 (17 CFR 270.17a-8) ☐ g. Rule 17e-1 (17 CFR 270.17e-1) ☐ h. Rule 22d-1 (17 CFR 270.22d-1) ☐ i. Rule 23c-1 (17 CFR 270.23c-1) ☒ j. Rule 32a-4 (17 CFR 270.32a-4) ☒ k. Rule 6c-11 (17 CFR 270.6c-11) ☐ l. Rule 12d1-4 (17 CFR 270.12d1-4) ☐ m. Section 12(d)(1)(G) of the Act (15 USC 80a-12(d)(1)(G)) ☐ n. Rule 18f-4 (17 CFR 270.18f-4) ☐
i. Is the Fund excepted from the rule 18f-4 (17 CFR 270.18f-4)
program requirement and limit on fund leverage risk under
rule 18f-4(c)(4) (17CFR 270.18f-4(c)(4))?
☐
N/A
☐ ii. Is the Fund a leveraged/inverse fund that, under rule 18f-4(c)(5) (17 CFR 270.18f-4(c)(5)), is excepted from the requirement to comply with the limit on fund leverage risk described in rule 18f-4(c)(2) (17 CFR 270.18f-4(c)(2))? ☐ iii. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(i) (17 CFR 270.18f-4(d)(i))? ☐ iv. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(ii) (17 CFR 270.18f-4(d)(ii))? ☐ v. Did the Fund enter into any unfunded commitment agreements under rule 18f-4(e) (17 CFR 270.18f-4(e))? ☐ vi. Did the Fund invest in a security on a when-issued or forward-settling basis, or with a non-standard settlement cycle, in reliance on rule 18f-4(f) (17 CFR 270.18f-4(f))? |
| Instruction. Provide information concerning any direct or indirect limitations, waivers or reductions, on the level of expenses incurred by the fund during the reporting period. A limitation, for example, may be applied indirectly (such as when an adviser agrees to accept a reduced fee pursuant to a voluntary fee waiver) or it may apply only for a temporary period such as for a new fund in its start-up phase. |
| a. Did the Fund have an expense limitation arrangement in place during the reporting period? | ☐ Yes ☒ No |
| b. Were any expenses of the Fund reduced or waived pursuant to an expense limitation arrangement during the reporting period? | ☐ Yes ☒ No |
| c. Are the fees waived subject to recoupment? | ☐ Yes ☒ No |
| d. Were any expenses previously waived recouped during the period? | ☐ Yes ☒ No |
| a. Provide the following information about each investment adviser (other than a sub-adviser) of the Fund: |
| Investment Advisers Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Was the investment adviser hired during the reporting period? |
|---|---|---|---|---|---|---|---|
| #1 | VIDENT ASSET MANAGEMENT | 801-114538 | 000286662 | LEI: 2549006O7NBGRQ97Z707 RSSD ID: N/A | GEORGIA | UNITED STATES OF AMERICA | No |
| b. If an investment adviser (other than a sub- adviser) to the Fund was terminated during the reporting period, provide the following with respect to each investment adviser: |
| Investment Advisers Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| c. For each sub-adviser to the Fund, provide the information requested: |
| Sub-Advisors Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the sub-adviser an affiliated person of the Fund's investment adviser(s)? | Was the sub-adviser hired during the reporting period? | — | — | — | — | — | — | — | — | — |
|---|
| d. If a sub-adviser was terminated during the reporting period, provide the following with respect to such sub-adviser: |
| Sub-Advisors Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| a. Provide the following information about each person providing transfer agency services to the Fund: |
| Transfer Agents Record | Full name |
SEC file number ( e.g., 801- ) | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the transfer agent an affiliated person of the Fund or its investment adviser(s)? | Is the transfer agent a sub-transfer agent? |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | 85-11357 | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a transfer agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided pricing services to the Fund during the reporting period: |
| Pricing Services Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the pricing service an affiliated person of the Fund or its investment adviser(s)? |
|---|---|---|---|---|---|
| #1 | ICE Data Pricing & Reference Data, LLC | LEI: 5493000NQ9LYLDBCTL34 RSSD ID: N/A | DELAWARE | UNITED STATES OF AMERICA | No |
| b. Was a pricing service hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided custodial services to the Fund during the reporting period: |
| Custodians Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the custodian an affiliated person of the Fund or its investment adviser(s)? | Is the custodian a sub-custodian? |
Type of custody (describe if "Other") |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bank National Association | LEI: 6BYL5QZYBDK8S7L73M02 RSSD ID: N/A | OHIO | UNITED STATES OF AMERICA | No | No | Bank - section 17(f)(1) (15 U.S.C. 80a-17(f)(1)) |
| b. Has a custodian been hired or terminated during the reporting period?* | ☐ Yes ☒ No |
| a. Provide the following information about each shareholder servicing agent of the Fund: |
| Shareholder Servicing Agents Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the shareholder servicing agent an affiliated person of the Fund or its investment adviser(s)? | Is the shareholder servicing agent a sub-shareholder servicing agent? | — | — | — | — | — | — | — |
|---|
| b. Has a shareholder servicing agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each administrator of the Fund: |
| Administrators Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the administrator an affiliated person of the Fund or its investment adviser(s)? | Is the administrator a sub-administrator? |
|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a third-party administrator been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each affiliated broker-dealer: |
| Broker-Dealers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total commissions paid to the affiliated broker-dealer for the reporting period | — | — | — | — | — | — | — | — |
|---|
| Instructions to Item C.16 and Item C.17. To help Registrants distinguish between agency and principal transactions, and to promote consistent reporting of the information required by these items, the following criteria should be used: 1. If a security is purchased or sold in a transaction for which the confirmation specifies the amount of the commission to be paid by the Registrant, the transaction should be considered an agency transaction and included in determining the answers to Item C.16. 2. If a security is purchased or sold in a transaction for which the confirmation specifies only the net amount to be paid or received by the Registrant and such net amount is equal to the market value of the security at the time of the transaction, the transaction should be considered a principal transaction and included in determining the amounts in Item C.17. 3. If a security is purchased by the Registrant in an underwritten offering, the acquisition should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the underwriters are receiving from the issuer. 4. If a security is sold by the Registrant in a tender offer, the sale should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the offeror is paying to soliciting brokers or dealers. 5. If a security is purchased directly from the issuer (such as a bank CD), the purchase should be considered a principal transaction and included in answering Item C.17. 6. The value of called or maturing securities should not be counted in either agency or principal transactions and should not be included in determining the amounts shown in Item C.16 and Item C.17. This means that the acquisition of a security may be included, but it is possible that its disposition may not be included. Disposition of a repurchase agreement at its expiration date should not be included. 7. The purchase or sales of securities in transactions not described in paragraphs (1) through (6) above should be evaluated by the Fund based upon the guidelines established in those paragraphs and classified accordingly. The agents considered in Item C.16 may be persons or companies not registered under the Exchange Act as securities brokers. The persons or companies from whom the investment company purchased or to whom it sold portfolio instruments on a principal basis may be persons or entities not registered under the Exchange Act as securities dealers. |
| a. For each of the ten brokers that received the largest dollar amount of brokerage commissions (excluding dealer concessions in underwritings) by virtue of direct or indirect participation in the Fund’s portfolio transactions, provide the information below: |
| Brokers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Gross commissions paid by the Fund for the reporting period |
|---|---|---|---|---|---|---|---|
| #1 | VIRTU AMERICAS LLC | 008-68193 | 000149823 | LEI: 549300RA02N3BNSWBV74 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 143,666.000000000000 |
| #2 | RBC CAPITAL MARKETS, LLC | 008-45411 | 000031194 | LEI: 549300LCO2FLSSVFFR64 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 1.000000000000 |
| b. Aggregate brokerage commissions paid by Fund during the reporting period: | 143,667.000000000000 |
| a. For each of the ten entities acting as principals with which the Fund did the largest dollar amount of principal transactions (include all short-term obligations, and U.S. government and tax-free securities) in both the secondary market and in underwritten offerings, provide the information below: |
| Principal Transactions Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total value of purchases and sales (excluding maturing securities) with Fund | — | — | — | — | — | — | — | — |
|---|
| b. Aggregate value of principal purchase/sale transactions of Fund during the reporting period: | 0.000000000000 |
| a. During the reporting period, did the Fund pay commissions to broker-dealers for "brokerage and research services" within the meaning of section 28(e) of the Exchange Act (15 U.S.C. 78bb)? | ☐ Yes ☒ No |
| a. Provide the Fund's (other than a money market fund's) monthly average net assets during the reporting period | 592,278,518.000000000000 |
| b. Provide the money market fund's daily average net assets during the reporting period |
| For open-end management investment companies, respond to the following: |
| a. Does the Fund have available a line of credit? | ☐ Yes ☒ No |
| b. Did the Fund engage in interfund lending? | ☐ Yes ☒ No |
| c. Did the Fund engage in interfund borrowing? | ☐ Yes ☒ No |
| For open-end management investment companies, respond to the following: |
| a. Did the Fund (if not a Money Market Fund, Exchange-Traded Fund, or Exchange-Traded Managed Fund) engage in swing pricing? | ☐ Yes ☐ No |
| For open-end management investment companies subject to rule 22e-4 (17 CFR 270.22e-4), respond to the following: |
| a. Provide the following information about each person that provided liquidity classification services to the Fund during the reporting period: |
| Liquidity Classification Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the liquidity classification service an affiliated person of the Fund or its investment adviser(s)? | Asset class(es) for which liquidity classification services were provided to the Fund | — | — | — | — | — | — | — |
|---|
| b. Was a liquidity classification service hired or terminated during the reporting period? | ☐ Yes ☐ No |
| Management Investment Record: 4 |
| a. Full Name of the Fund | Vident U.S. Bond Strategy ETF |
| b. Series identication number, if any | S000046801 |
| c. LEI | 549300MY3MRI7YFRFJ97 |
| d. Is this the first filing on this form by the Fund? | ☐ Yes ☒ No |
| a. How many Classes of shares of the Fund (if any) are authorized? | 1 |
| b. How many new Classes of shares of the Fund were added during the reporting period? | 0 |
| c. How many Classes of shares of the Fund were terminated during the reporting period? | 0 |
| d. For each Class with shares outstanding, provide the information requested below: |
| Shares Outstanding Record | Full name of Class | Class identification number, if any | Ticker symbol, if any |
|---|---|---|---|
| #1 | Vident U.S. Bond Strategy ETF | C000146217 | VBND |
| Instructions: 1. "Fund of Funds" means a fund that acquires securities issued by any other investment company in excess of the amounts permitted under paragraph (A) of section 12(d)(1) of the Act (15 U.S.C. 80a-12(d)(1)(A)), but, for purposes of this Item, does not include a fund that acquires securities issued by another company solely in reliance on rule 12d1-1 under the Act (CFR 270.12d1-1). 2. "Index" means an investment company, including an Exchange-Traded Fund, that seeks to track the performance of a specified index. 3. "Interval Fund" means a closed-end management investment company that makes periodic repurchases of its shares pursuant to rule 23c-3 under the Act (17 CFR 270.23c-3). 4. "Master-Feeder Fund" means a two-tiered arrangement in which one or more funds (each a feeder fund) holds shares of a single Fund (the master fund) in with section 12(d)(1)(E) of the Act (15 U.S.C. 80a-12(d)(1)(E)) or pursuant to exemptive relief granted by the Commission. 5. "Target Date Fund" means an investment company that has an investment objective or strategy of providing varying degrees of long-term appreciation and capital preservation through a mix of equity and fixed income exposures that changes over time based on an investor's age, target retirement date, or life expectancy. |
| a. Indicate if the Fund is any one of the types listed. Check all that apply. |
a. Exchange-Traded Fund or Exchange-Traded Managed Fund or
offers a Class that itself is an Exchange-Traded Fund or
Exchange-Traded Managed Fund
☒ i. Exchange-Traded Fund ☐ ii. Exchange-Traded Managed Fund ☐ b. Index Fund ☐ c. Seeks to achieve performance results that are a multiple of a benchmark, the inverse of a benchmark, or a multiple of the inverse of a benchmark ☐ d. Interval Fund ☐ e. Fund of Funds ☐ f. Master-Feeder Fund ☐ g. Money Market Fund ☐ h. Target Date Fund ☐ i. Underlying fund to a variable annuity or variable life insurance contract ☐ N/A |
| a. Does the Fund seek to operate as a “non-diversified company” as such term is defined in section 5(b)(2) of the Act (15 U.S.C. 80a- 5(b) (2))? | ☐ Yes ☒ No |
| Instruction. "Controlled foreign corporation" has the meaning provided in section 957 of the Internal Revenue Code [26 U.S.C. 957]. |
| a. Does the fund invest in a controlled foreign corporation for the purpose of investing in certain types of instruments such as, but not limited to, commodities? | ☐ Yes ☒ No |
| Instruction. For purposes of this Item, other adverse impacts would include, for example, (1) a loss to the Fund if collateral and indemnification were not sufficient to replace the loaned securities or their value, (2) the Fund's ineligibility to vote shares in a proxy, or (3) the Fund's ineligibility to receive a direct distribution from the issuer. |
| a. Is the Fund authorized to engage in securities lending transactions? | ☒ Yes ☐ No |
| b. Did the Fund lend any of its securities during the reporting period? | ☐ Yes ☒ No |
| c. Provide the information requested below about each securities lending agent, if any, retained by the Fund: |
| Securities Lending Record | Full name of securities lending agent | Identifying number(s) | Is the securities lending agent an affiliated person, or an affiliated person of an affiliated person, of the Fund? | Does the securities lending agent or any other entity indemnify the fund against borrower default on loans administered by this agent? | — | — | — | — | — |
|---|
| d. If a person providing cash collateral management services to the Fund in connection with the Fund's securities lending activities does not also serve as securities lending agent, provide the following information about each cash collateral manager: |
| Collateral Managers Record | Full name of cash collateral manager | Identifying number(s) | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of a securities lending agent retained by the Fund? | Is the cash collateral manager an affiliated person, or an affiliated person of an affiliated person, of the Fund? | — | — | — | — | — |
|---|
| e. Types of payments made to one or more securities lending agents and cash collateral managers (check all that apply): | ☐
i. Revenue sharing split
☐ ii. Non-revenue sharing split (other than administrative fee) ☐ iii. Administrative fee ☐ iv. Cash collateral reinvestment fee ☐ v. Indemnification fee ☐ vi. Other ☒ N/A |
| f. Provide the monthly average of the value of portfolio securities on loan during the reporting period | N/A |
| g. Provide the net income from securities lending activities | N/A |
| a. Did the Fund rely on the following statutory exemption or any of the rules under the Act during the reporting period? (check all that apply) | ☐
a. Rule 10f-3 (17 CFR 270.10f-3)
☒ b. Rule 12d1-1 (17 CFR 270.12d1-1) ☐ c. Rule 15a-4 (17 CFR 270.15a-4) ☐ d. Rule 17a-6 (17 CFR 270.17a-6) ☐ e. Rule 17a-7 (17 CFR 270.17a-7) ☐ f. Rule 17a-8 (17 CFR 270.17a-8) ☐ g. Rule 17e-1 (17 CFR 270.17e-1) ☐ h. Rule 22d-1 (17 CFR 270.22d-1) ☐ i. Rule 23c-1 (17 CFR 270.23c-1) ☒ j. Rule 32a-4 (17 CFR 270.32a-4) ☒ k. Rule 6c-11 (17 CFR 270.6c-11) ☐ l. Rule 12d1-4 (17 CFR 270.12d1-4) ☐ m. Section 12(d)(1)(G) of the Act (15 USC 80a-12(d)(1)(G)) ☐ n. Rule 18f-4 (17 CFR 270.18f-4) ☒
i. Is the Fund excepted from the rule 18f-4 (17 CFR 270.18f-4)
program requirement and limit on fund leverage risk under
rule 18f-4(c)(4) (17CFR 270.18f-4(c)(4))?
☐
N/A
☐ ii. Is the Fund a leveraged/inverse fund that, under rule 18f-4(c)(5) (17 CFR 270.18f-4(c)(5)), is excepted from the requirement to comply with the limit on fund leverage risk described in rule 18f-4(c)(2) (17 CFR 270.18f-4(c)(2))? ☐ iii. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(i) (17 CFR 270.18f-4(d)(i))? ☐ iv. Did the Fund enter into any reverse repurchase agreements or similar financing transactions under rule 18f-4(d)(ii) (17 CFR 270.18f-4(d)(ii))? ☐ v. Did the Fund enter into any unfunded commitment agreements under rule 18f-4(e) (17 CFR 270.18f-4(e))? ☐ vi. Did the Fund invest in a security on a when-issued or forward-settling basis, or with a non-standard settlement cycle, in reliance on rule 18f-4(f) (17 CFR 270.18f-4(f))? |
| Instruction. Provide information concerning any direct or indirect limitations, waivers or reductions, on the level of expenses incurred by the fund during the reporting period. A limitation, for example, may be applied indirectly (such as when an adviser agrees to accept a reduced fee pursuant to a voluntary fee waiver) or it may apply only for a temporary period such as for a new fund in its start-up phase. |
| a. Did the Fund have an expense limitation arrangement in place during the reporting period? | ☐ Yes ☒ No |
| b. Were any expenses of the Fund reduced or waived pursuant to an expense limitation arrangement during the reporting period? | ☐ Yes ☒ No |
| c. Are the fees waived subject to recoupment? | ☐ Yes ☒ No |
| d. Were any expenses previously waived recouped during the period? | ☐ Yes ☒ No |
| a. Provide the following information about each investment adviser (other than a sub-adviser) of the Fund: |
| Investment Advisers Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Was the investment adviser hired during the reporting period? |
|---|---|---|---|---|---|---|---|
| #1 | VIDENT ASSET MANAGEMENT | 801-114538 | 000286662 | LEI: 2549006O7NBGRQ97Z707 RSSD ID: N/A | GEORGIA | UNITED STATES OF AMERICA | No |
| b. If an investment adviser (other than a sub- adviser) to the Fund was terminated during the reporting period, provide the following with respect to each investment adviser: |
| Investment Advisers Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| c. For each sub-adviser to the Fund, provide the information requested: |
| Sub-Advisors Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the sub-adviser an affiliated person of the Fund's investment adviser(s)? | Was the sub-adviser hired during the reporting period? | — | — | — | — | — | — | — | — | — |
|---|
| d. If a sub-adviser was terminated during the reporting period, provide the following with respect to such sub-adviser: |
| Sub-Advisors Terminated Record | Full name |
SEC file number ( e.g., 801- ) | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Termination date | — | — | — | — | — | — | — | — |
|---|
| a. Provide the following information about each person providing transfer agency services to the Fund: |
| Transfer Agents Record | Full name |
SEC file number ( e.g., 801- ) | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the transfer agent an affiliated person of the Fund or its investment adviser(s)? | Is the transfer agent a sub-transfer agent? |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | 85-11357 | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a transfer agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided pricing services to the Fund during the reporting period: |
| Pricing Services Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the pricing service an affiliated person of the Fund or its investment adviser(s)? |
|---|---|---|---|---|---|
| #1 | ICE Data Pricing & Reference Data, LLC | LEI: 5493000NQ9LYLDBCTL34 RSSD ID: N/A | DELAWARE | UNITED STATES OF AMERICA | No |
| b. Was a pricing service hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each person that provided custodial services to the Fund during the reporting period: |
| Custodians Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the custodian an affiliated person of the Fund or its investment adviser(s)? | Is the custodian a sub-custodian? |
Type of custody (describe if "Other") |
|---|---|---|---|---|---|---|---|
| #1 | U.S. Bank National Association | LEI: 6BYL5QZYBDK8S7L73M02 RSSD ID: N/A | OHIO | UNITED STATES OF AMERICA | No | No | Bank - section 17(f)(1) (15 U.S.C. 80a-17(f)(1)) |
| b. Has a custodian been hired or terminated during the reporting period?* | ☐ Yes ☒ No |
| a. Provide the following information about each shareholder servicing agent of the Fund: |
| Shareholder Servicing Agents Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the shareholder servicing agent an affiliated person of the Fund or its investment adviser(s)? | Is the shareholder servicing agent a sub-shareholder servicing agent? | — | — | — | — | — | — | — |
|---|
| b. Has a shareholder servicing agent been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each administrator of the Fund: |
| Administrators Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the administrator an affiliated person of the Fund or its investment adviser(s)? | Is the administrator a sub-administrator? |
|---|---|---|---|---|---|---|
| #1 | U.S. Bancorp Fund Services, LLC | LEI: N1GZ7BBF3NP8GI976H15 RSSD ID: N/A | WISCONSIN | UNITED STATES OF AMERICA | No | No |
| b. Has a third-party administrator been hired or terminated during the reporting period? | ☐ Yes ☒ No |
| a. Provide the following information about each affiliated broker-dealer: |
| Broker-Dealers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total commissions paid to the affiliated broker-dealer for the reporting period | — | — | — | — | — | — | — | — |
|---|
| Instructions to Item C.16 and Item C.17. To help Registrants distinguish between agency and principal transactions, and to promote consistent reporting of the information required by these items, the following criteria should be used: 1. If a security is purchased or sold in a transaction for which the confirmation specifies the amount of the commission to be paid by the Registrant, the transaction should be considered an agency transaction and included in determining the answers to Item C.16. 2. If a security is purchased or sold in a transaction for which the confirmation specifies only the net amount to be paid or received by the Registrant and such net amount is equal to the market value of the security at the time of the transaction, the transaction should be considered a principal transaction and included in determining the amounts in Item C.17. 3. If a security is purchased by the Registrant in an underwritten offering, the acquisition should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the underwriters are receiving from the issuer. 4. If a security is sold by the Registrant in a tender offer, the sale should be considered a principal transaction and included in answering Item C.17 even though the Registrant has knowledge of the amount the offeror is paying to soliciting brokers or dealers. 5. If a security is purchased directly from the issuer (such as a bank CD), the purchase should be considered a principal transaction and included in answering Item C.17. 6. The value of called or maturing securities should not be counted in either agency or principal transactions and should not be included in determining the amounts shown in Item C.16 and Item C.17. This means that the acquisition of a security may be included, but it is possible that its disposition may not be included. Disposition of a repurchase agreement at its expiration date should not be included. 7. The purchase or sales of securities in transactions not described in paragraphs (1) through (6) above should be evaluated by the Fund based upon the guidelines established in those paragraphs and classified accordingly. The agents considered in Item C.16 may be persons or companies not registered under the Exchange Act as securities brokers. The persons or companies from whom the investment company purchased or to whom it sold portfolio instruments on a principal basis may be persons or entities not registered under the Exchange Act as securities dealers. |
| a. For each of the ten brokers that received the largest dollar amount of brokerage commissions (excluding dealer concessions in underwritings) by virtue of direct or indirect participation in the Fund’s portfolio transactions, provide the information below: |
| Brokers Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Gross commissions paid by the Fund for the reporting period | — | — | — | — | — | — | — | — |
|---|
| b. Aggregate brokerage commissions paid by Fund during the reporting period: | 0.000000000000 |
| a. For each of the ten entities acting as principals with which the Fund did the largest dollar amount of principal transactions (include all short-term obligations, and U.S. government and tax-free securities) in both the secondary market and in underwritten offerings, provide the information below: |
| Principal Transactions Record | Full name | SEC file number | CRD number | Identifying number(s) | State, if applicable | Foreign country, if applicable | Total value of purchases and sales (excluding maturing securities) with Fund |
|---|---|---|---|---|---|---|---|
| #1 | WELLS FARGO SECURITIES, LLC | 008-65876 | 000126292 | LEI: VYVVCKR63DVZZN70PB21 RSSD ID: N/A | NORTH CAROLINA | UNITED STATES OF AMERICA | 591,370,925.000000000000 |
| #2 | JANE STREET EXECUTION SERVICES, LLC | 008-69254 | 000167280 | LEI: 549300HXJLXCPDWAH070 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 463,306,544.000000000000 |
| #3 | GOLDMAN SACHS & CO. LLC | 008-00129 | 000000361 | LEI: FOR8UP27PHTHYVLBNG30 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 318,564,629.000000000000 |
| #4 | BOFAML SECURITIES, INC. | 008-69787 | 000283942 | LEI: 549300HN4UKV1E2R3U73 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 85,400,970.000000000000 |
| #5 | OLD MISSION MARKETS LLC | 008-69691 | 000281867 | LEI: 5493003UFGIEMN1POL71 RSSD ID: N/A | ILLINOIS | UNITED STATES OF AMERICA | 31,900,297.000000000000 |
| #6 | PERSHING LLC | 008-17574 | 000007560 | LEI: ZI8Q1A8EI8LQFJNM0D94 RSSD ID: N/A | NEW JERSEY | UNITED STATES OF AMERICA | 9,717,958.000000000000 |
| #7 | MORGAN STANLEY & CO. LLC | 008-15869 | 000008209 | LEI: 9R7GPTSO7KV3UQJZQ078 RSSD ID: N/A | NEW YORK | UNITED STATES OF AMERICA | 677,467.000000000000 |
| #8 | CITADEL SECURITIES LLC | 008-53574 | 000116797 | LEI: 12UUJYTN7D3SW8KCSG25 RSSD ID: N/A | ILLINOIS | UNITED STATES OF AMERICA | 96,410.000000000000 |
| b. Aggregate value of principal purchase/sale transactions of Fund during the reporting period: | 1,501,035,200.000000000000 |
| a. During the reporting period, did the Fund pay commissions to broker-dealers for "brokerage and research services" within the meaning of section 28(e) of the Exchange Act (15 U.S.C. 78bb)? | ☐ Yes ☒ No |
| a. Provide the Fund's (other than a money market fund's) monthly average net assets during the reporting period | 453,307,208.000000000000 |
| b. Provide the money market fund's daily average net assets during the reporting period |
| For open-end management investment companies, respond to the following: |
| a. Does the Fund have available a line of credit? | ☐ Yes ☒ No |
| b. Did the Fund engage in interfund lending? | ☐ Yes ☒ No |
| c. Did the Fund engage in interfund borrowing? | ☐ Yes ☒ No |
| For open-end management investment companies subject to rule 22e-4 (17 CFR 270.22e-4), respond to the following: |
| a. Provide the following information about each person that provided liquidity classification services to the Fund during the reporting period: |
| Liquidity Classification Record | Full name | Identifying number(s) | State, if applicable | Foreign country, if applicable | Is the liquidity classification service an affiliated person of the Fund or its investment adviser(s)? | Asset class(es) for which liquidity classification services were provided to the Fund | — | — | — | — | — | — | — |
|---|
| b. Was a liquidity classification service hired or terminated during the reporting period? | ☐ Yes ☐ No |
| Exchange Record: 1 |
| Fund Name | Acquirers Small and Micro Deep Value ETF |
| Security Exchange Record | Provide the name of the national securities exchange on which the Fund’s shares are listed | Provide the Fund's ticker symbol |
|---|---|---|
| #1 | NYSE ARCA | DEEP |
| Instructions. The term "authorized participant" means a broker-dealer that is also a member of a clearing agency registered with the Commission, and which has a written agreement with the Exchange-Traded Fund or Exchange-Traded Managed Fund or one of its designated service providers that allows it place orders to purchase or redeem creation units of the Exchange-Traded Fund or Exchange-Traded Managed Fund. |
| a. For each authorized participant of the Fund, provide the following information: |
| Authorized Participants Record | Full Name | SEC file number | CRD number | Identifying number(s) | The dollar value of the Fund shares the authorized participant purchased from the Fund during the reporting period | The dollar value of the Fund shares the authorized participant redeemed during the reporting period |
|---|---|---|---|---|---|---|
| #1 | MERRILL LYNCH PROFESSIONAL CLEARING CORP. | 008-33359 | 000016139 | LEI: 549300PMHS66E71I2D34 RSSD ID: N/A | 0.000000000000 | 4,794,905.000000000000 |
| #2 | VIRTU AMERICAS LLC | 008-68193 | 000149823 | LEI: 549300RA02N3BNSWBV74 RSSD ID: N/A | 3,266,960.000000000000 | 1,639,960.000000000000 |
| b. Did the Fund require that an authorized participant post collateral to the Fund or any of its designated service providers in connection with the purchase or redemption of Fund shares during the reporting period? | ☐ Yes ☒ No |
| Instructions. The term “creation unit” means a specified number of Exchange-Traded Fund or Exchange-Traded Managed Fund shares that the fund will issue to (or redeem from) an authorized participant in exchange for the deposit (or delivery) of specified securities, positions, cash, and other assets or positions. |
| a. Number of Fund shares required to form a creation unit as of the last business day of the reporting period: | |
| (for purchases) | 50,000.000000000000 |
| (for redemptions, if different) | 50,000.000000000000 |
| b. Based on the dollar value paid for each creation unit purchased by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | 1.275000000000
%
|
| ii. The standard deviation of the percentage of value composed of cash: | 0.465800000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 98.724900000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 0.465800000000
%
|
| c. Based on the dollar value paid for creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | 0.415025000000
%
|
| ii. The standard deviation of the percentage of that value composed of cash: | 0.359746961000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 99.584900000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 0.358785040000
%
|
| d. For creation units purchased by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 300.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 300.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| e. For creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 300.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 300.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| a. Is the Fund an "In-Kind Exchange-Traded Fund" as defined in rule 22e-4 under the Act (17 CFR 270.22e-4)? | ☒ Yes ☐ No |
| Exchange Record: 2 |
| Fund Name | Vident International Equity Strategy ETF |
| Security Exchange Record | Provide the name of the national securities exchange on which the Fund’s shares are listed | Provide the Fund's ticker symbol |
|---|---|---|
| #1 | NYSE ARCA | VIDI |
| Instructions. The term "authorized participant" means a broker-dealer that is also a member of a clearing agency registered with the Commission, and which has a written agreement with the Exchange-Traded Fund or Exchange-Traded Managed Fund or one of its designated service providers that allows it place orders to purchase or redeem creation units of the Exchange-Traded Fund or Exchange-Traded Managed Fund. |
| a. For each authorized participant of the Fund, provide the following information: |
| Authorized Participants Record | Full Name | SEC file number | CRD number | Identifying number(s) | The dollar value of the Fund shares the authorized participant purchased from the Fund during the reporting period | The dollar value of the Fund shares the authorized participant redeemed during the reporting period |
|---|---|---|---|---|---|---|
| #1 | J.P. MORGAN SECURITIES LLC | 008-35008 | 000000079 | LEI: ZBUT11V806EZRVTWT807 RSSD ID: N/A | 2,490,790.000000000000 | 33,073,470.000000000000 |
| #2 | VIRTU AMERICAS LLC | 008-68193 | 000149823 | LEI: 549300RA02N3BNSWBV74 RSSD ID: N/A | 2,966,280.000000000000 | 2,885,250.000000000000 |
| #3 | UBS SECURITIES LLC | 008-22651 | 000007654 | LEI: T6FIZBDPKLYJKFCRVK44 RSSD ID: N/A | 0.000000000000 | 5,187,900.000000000000 |
| b. Did the Fund require that an authorized participant post collateral to the Fund or any of its designated service providers in connection with the purchase or redemption of Fund shares during the reporting period? | ☒ Yes ☐ No |
| Instructions. The term “creation unit” means a specified number of Exchange-Traded Fund or Exchange-Traded Managed Fund shares that the fund will issue to (or redeem from) an authorized participant in exchange for the deposit (or delivery) of specified securities, positions, cash, and other assets or positions. |
| a. Number of Fund shares required to form a creation unit as of the last business day of the reporting period: | |
| (for purchases) | 100,000.000000000000 |
| (for redemptions, if different) | 100,000.000000000000 |
| b. Based on the dollar value paid for each creation unit purchased by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | 67.749000000000
%
|
| ii. The standard deviation of the percentage of value composed of cash: | 32.251000000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 32.250950000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 32.250950000000
%
|
| c. Based on the dollar value paid for creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | -27.159743000000
%
|
| ii. The standard deviation of the percentage of that value composed of cash: | 6.303741000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 127.159743000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 6.303741000000
%
|
| d. For creation units purchased by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 5,000.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 5,000.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| e. For creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 5,000.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 5,000.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| a. Is the Fund an "In-Kind Exchange-Traded Fund" as defined in rule 22e-4 under the Act (17 CFR 270.22e-4)? | ☐ Yes ☒ No |
| Exchange Record: 3 |
| Fund Name | Vident U.S. Equity Strategy ETF |
| Security Exchange Record | Provide the name of the national securities exchange on which the Fund’s shares are listed | Provide the Fund's ticker symbol |
|---|---|---|
| #1 | NYSE ARCA | VUSE |
| Instructions. The term "authorized participant" means a broker-dealer that is also a member of a clearing agency registered with the Commission, and which has a written agreement with the Exchange-Traded Fund or Exchange-Traded Managed Fund or one of its designated service providers that allows it place orders to purchase or redeem creation units of the Exchange-Traded Fund or Exchange-Traded Managed Fund. |
| a. For each authorized participant of the Fund, provide the following information: |
| Authorized Participants Record | Full Name | SEC file number | CRD number | Identifying number(s) | The dollar value of the Fund shares the authorized participant purchased from the Fund during the reporting period | The dollar value of the Fund shares the authorized participant redeemed during the reporting period |
|---|---|---|---|---|---|---|
| #1 | MERRILL LYNCH PROFESSIONAL CLEARING CORP. | 008-33359 | 000016139 | LEI: 549300PMHS66E71I2D34 RSSD ID: N/A | 12,488,588.000000000000 | 19,541,623.000000000000 |
| #2 | VIRTU AMERICAS LLC | 008-68193 | 000149823 | LEI: 549300RA02N3BNSWBV74 RSSD ID: N/A | 144,336,160.000000000000 | 161,522,185.000000000000 |
| #3 | RBC CAPITAL MARKETS, LLC | 008-145411 | 000031194 | LEI: 549300LCO2FLSSVFFR64 RSSD ID: N/A | 0.000000000000 | 2,856,645.000000000000 |
| b. Did the Fund require that an authorized participant post collateral to the Fund or any of its designated service providers in connection with the purchase or redemption of Fund shares during the reporting period? | ☐ Yes ☒ No |
| Instructions. The term “creation unit” means a specified number of Exchange-Traded Fund or Exchange-Traded Managed Fund shares that the fund will issue to (or redeem from) an authorized participant in exchange for the deposit (or delivery) of specified securities, positions, cash, and other assets or positions. |
| a. Number of Fund shares required to form a creation unit as of the last business day of the reporting period: | |
| (for purchases) | 25,000.000000000000 |
| (for redemptions, if different) | 25,000.000000000000 |
| b. Based on the dollar value paid for each creation unit purchased by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | 9.396309000000
%
|
| ii. The standard deviation of the percentage of value composed of cash: | 28.652083000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 90.603609000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 28.652057000000
%
|
| c. Based on the dollar value paid for creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | -0.196782000000
%
|
| ii. The standard deviation of the percentage of that value composed of cash: | 0.577651000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 100.196759000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 0.577680000000
%
|
| d. For creation units purchased by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| e. For creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| a. Is the Fund an "In-Kind Exchange-Traded Fund" as defined in rule 22e-4 under the Act (17 CFR 270.22e-4)? | ☐ Yes ☒ No |
| Exchange Record: 4 |
| Fund Name | Vident U.S. Bond Strategy ETF |
| Security Exchange Record | Provide the name of the national securities exchange on which the Fund’s shares are listed | Provide the Fund's ticker symbol |
|---|---|---|
| #1 | NYSE ARCA | VBND |
| Instructions. The term "authorized participant" means a broker-dealer that is also a member of a clearing agency registered with the Commission, and which has a written agreement with the Exchange-Traded Fund or Exchange-Traded Managed Fund or one of its designated service providers that allows it place orders to purchase or redeem creation units of the Exchange-Traded Fund or Exchange-Traded Managed Fund. |
| a. For each authorized participant of the Fund, provide the following information: |
| Authorized Participants Record | Full Name | SEC file number | CRD number | Identifying number(s) | The dollar value of the Fund shares the authorized participant purchased from the Fund during the reporting period | The dollar value of the Fund shares the authorized participant redeemed during the reporting period |
|---|---|---|---|---|---|---|
| #1 | J.P. MORGAN SECURITIES LLC | 008-35008 | 000000079 | LEI: ZBUT11V806EZRVTWT807 RSSD ID: N/A | 21,720,400.000000000000 | 8,645,760.000000000000 |
| #2 | MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED | 008-07221 | 000007691 | LEI: 8NAV47T0Y26Q87Y0QP81 RSSD ID: N/A | 4,302,960.000000000000 | 0.000000000000 |
| #3 | GOLDMAN SACHS & CO. LLC | 008-00129 | 000000361 | LEI: FOR8UP27PHTHYVLBNG30 RSSD ID: N/A | 4,333,910.000000000000 | 0.000000000000 |
| b. Did the Fund require that an authorized participant post collateral to the Fund or any of its designated service providers in connection with the purchase or redemption of Fund shares during the reporting period? | ☒ Yes ☐ No |
| Instructions. The term “creation unit” means a specified number of Exchange-Traded Fund or Exchange-Traded Managed Fund shares that the fund will issue to (or redeem from) an authorized participant in exchange for the deposit (or delivery) of specified securities, positions, cash, and other assets or positions. |
| a. Number of Fund shares required to form a creation unit as of the last business day of the reporting period: | |
| (for purchases) | 100,000.000000000000 |
| (for redemptions, if different) | 100,000.000000000000 |
| b. Based on the dollar value paid for each creation unit purchased by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | 8.867743000000
%
|
| ii. The standard deviation of the percentage of value composed of cash: | 4.297856000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 91.132171000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 4.297889000000
%
|
| c. Based on the dollar value paid for creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average percentage of that value composed of cash: | -9.905400000000
%
|
| ii. The standard deviation of the percentage of that value composed of cash: | 0.458600000000
%
|
| iii. The average percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 109.905400000000
%
|
| iv. The standard deviation of the percentage of that value composed of non-cash assets and other positions exchanged on an "in-kind" basis: | 0.458600000000
%
|
| d. For creation units purchased by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| e. For creation units redeemed by authorized participants during the reporting period, provide: |
| i. The average transaction fee charged to an authorized participant for transacting in the creation units, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| ii. The average transaction fee charged to an authorized participant for transacting in those creation units the consideration for which was fully or partially composed of cash, expressed as: |
| 1. Dollars per creation unit, if charged on that basis: | 0.000000000000 |
| 2. Dollars for one or more creation units redeemed on the same day, if charged on that basis: | 500.000000000000 |
| 3. A percentage of the value of each creation unit, if charged on that basis: | 0.000000000000
%
|
| a. Is the Fund an "In-Kind Exchange-Traded Fund" as defined in rule 22e-4 under the Act (17 CFR 270.22e-4)? | ☐ Yes ☒ No |
| a. Attachments applicable to all Registrants. All Registrants shall file the following attachments, as applicable, with the current report. Indicate the attachments filed with the current report by checking the applicable items below: | ☐
i. Legal proceedings
☐ ii. Provision of financial support ☒ iii. Independent public accountant's report on internal control (management investment companies other than small business investment companies only) ☐ iv. Change in accounting principles and practices ☐ v. Information required to be filed pursuant to exemptive orders ☐ vi. Other information required to be included as an attachment pursuant to Commission rules and regulations |
| Instructions. 1. Item G.1.a.i. Legal proceedings. (a) If the Registrant responded "YES" to Item B.11.a., provide a brief description of the proceedings. As part of the description, provide the case or docket number (if any), and the full names of the principal parties to the proceeding. (b) If the Registrant responded "YES" to Item B.11.b., identify the proceeding and give its date of termination. 2. Item G.1.a.ii. Provision of financial support. If the Registrant responded "YES" to Item B.14., provide the following information (unless the Registrant is a Money Market Fund): (a) Description of nature of support. (b) Person providing support. (c) Brief description of relationship between the person providing support and the Registrant. (d) Date support provided. (e) Amount of support. (f) Security supported (if applicable). Disclose the full name of the issuer, the title of the issue (including coupon or yield, if applicable) and at least two identifiers, if available (e.g., CIK, CUSIP, ISIN, LEI). (g) Value of security supported on date support was initiated (if applicable). (h) Brief description of reason for support. (i) Term of support. (j) Brief description of any contractual restrictions relating to support. 3. Item G.1.a.iii. Independent public accountant's report on internal control (management investment companies other than small business investment companies only). Each management investment company shall furnish a report of its independent public accountant on the company's system of internal accounting controls. The accountant's report shall be based on the review, study and evaluation of the accounting system, internal accounting controls, and procedures for safeguarding securities made during the audit of the financial statements for the reporting period. The report should disclose any material weaknesses in: (a) the accounting system; (b) system of internal accounting control; or (c) procedures for safeguarding securities which exist as of the end of the Registrant's fiscal year. The accountant's report shall be furnished as an exhibit to the form and shall: (1) be addressed to the Registrant's shareholders and board of directors; (2) be dated; (3) be signed manually; and (4) indicate the city and state where issued. Attachments that include a report that discloses a material weakness should include an indication by the Registrant of any corrective action taken or proposed. The fact that an accountant's report is attached to this form shall not be regarded as acknowledging any review of this form by the independent public accountant. 4. Item G.1.a.iv. Change in accounting principles and practices. If the Registrant responded "YES" to Item B.21, provide an attachment that describes the change in accounting principles or practices, or the change in the method of applying any such accounting principles or practices. State the date of the change and the reasons therefor. A letter from the Registrant's independent accountants, approving or otherwise commenting on the change, shall accompany the description. 5. Item G.1.a.v. Information required to be filed pursuant to exemptive orders. File as an attachment any information required to be reported on Form N-CEN or any predecessor form to Form N-CEN (e.g., Form N-SAR) pursuant to exemptive orders issued by the Commission and relied on by the Registrant. 6. Item G.1.a.vi. Other information required to be included as an attachment pursuant to Commission rules and regulations. File as an attachment any other information required to be included as an attachment pursuant to Commission rules and regulations. |
| Pursuant to the requirements of the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. |
| Registrant | ETF Series Solutions |
| Date | 2026-01-06 |
| Signature | /s/ Kristen Weitzel |
| Title | Treasurer |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders of Vident ETFs and
Board of Trustees of ETF Series Solutions
In planning and performing our audit of the financial statements of Vident International Equity Strategy ETF, Vident U.S. Bond Strategy ETF, and Vident U.S. Equity Strategy ETF (the “Funds”), each a series of ETF Series Solutions, as of and for the year ended August 31, 2025, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), we considered the Funds’ internal control over financial reporting, including controls over safeguarding securities, as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements and to comply with the requirements of Form N-CEN, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.
The management of the Funds is responsible for establishing and maintaining effective internal control over financial reporting. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of controls. A fund’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles (GAAP). A fund’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the fund; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the fund are being made only in accordance with authorizations of management and trustees of the fund; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of a fund’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Funds’ annual or interim financial statements will not be prevented or detected on a timely basis.
Our consideration of the Funds’ internal control over financial reporting was for the limited purpose described in the first paragraph and would not necessarily disclose all deficiencies in internal control that might be material weaknesses under standards established by the PCAOB. However, we noted no deficiencies in the Funds’ internal control over financial reporting and its operation, including controls over safeguarding securities, that we consider to be a material weakness as defined above as of August 31, 2025.
This report is intended solely for the information and use of management and the Board of Trustees of the Funds and the Securities and Exchange Commission and is not intended to be and should not be used by anyone other than these specified parties.
/s/Cohen & Company, LTD.
COHEN & COMPANY, LTD.
Philadelphia, Pennsylvania
October 30, 2025