Principal Investment Strategies
As an actively managed exchange-traded fund (“ETF”), the
Fund will not seek to replicate the performance of an index. The Fund intends to achieve its investment objective by investing a majority of its net assets in U.S. and foreign exchange-listed healthcare technology companies in the U.S. and a
number of developed countries around the world.
Under normal circumstances, the Fund will invest at least 80% of the Fund’s net assets (plus borrowings for investment purposes) in U.S. and foreign exchange-listed
equity securities of healthcare technology companies and American Depository Receipts (“ADRs”) on those securities. These securities may be of any market capitalization.
Langar Investment Management, LLC (the “Advisor”) uses a combination of a top-down review and a bottom-up research
methodology to select fundamentally strong companies that develop technology to create efficiency in healthcare by addressing key pain points for patients, providers, payors, and/or hospitals. The Advisor defines pain points as consistent problems
that a patient, provider and/or other healthcare stakeholder has when dealing with a product and/or service, which are unmet needs that are not adequately addressed for a company to solve in the market. These companies are generally in one of the
nine subsectors described below and may include robotic surgery companies, virtual and/or telemedicine companies, companies that develop next-generation insurance payment models, drug development companies leveraging artificial intelligence (AI),
digital clinical trial companies, companies that address operational issues within a hospital, and companies that leverage large language model (LLM) AI to develop next best recommendation engines to improve/facilitate the intake, monitoring, and
treatment of a patient. The Advisor’s selection process has four main steps (as further described below): 1) Langar’s HealthTech classification; 2) Langar Rating™; 3) Langar’s HealthTech Industry Risk Score; and 4) Investment Committee review.
Langar’s HealthTech Classification
The Advisor starts by recategorizing public companies in the healthcare industry as defined by the Standard &
Poor’s Global Industry Classification Standard (“GICS”) to determine the companies that fit into the Advisor’s definition of a HealthTech company. The Advisor defines a “HealthTech Company” as a company that: i) develops technology to create
efficiencies in healthcare by addressing key pain points of patients, providers, payors and/or hospitals; and ii) receives a majority of its revenue from HealthTech products and/or services as reported through filings with the SEC. HealthTech
companies can be grouped into nine subsectors:
Public HealthTech subsector definitions:
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Access to Care –
Provide care outside of a hospital setting through virtual, in-person, or a hybrid care combination.
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Biopharma –
Pharmaceutical and biotechnology companies that use artificial intelligence/machine learning (“AI/ML”) technologies as an integral part of their drug design or development process.
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Clinical Trials –
Enables the efficient deployment, tracking and/or completion of trials that support novel medications and/or treatments.
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Decision Support –
Provides clinicians with patient-specific information, which is intelligently filtered or presented at appropriate times to enhance care.
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Hospital Operations –
Improves the efficiency of hospital workflows that are required to provide care.
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Insurance – Leverage
AI/ML models to save costs and improve services of private and/or government programs.
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Treatment
Device – Devices that leverage an AI/ML algorithm to facilitate treatment of a specific medical problem.
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Private HealthTech subsector definitions:
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Lifestyle Wellness –
Assists users in navigating their overall health and wellness journey using monitoring, counseling, education, and lifestyle changes that help prevent, treat, and provide care.
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Prescription
Management – Ensures a patient is properly educated, has access to and complies with prescribed usage of a medication.
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Langar Rating™
Companies that meet the Advisor’s definition of a HealthTech Company are then screened using the Langar Rating™.
The Langar Rating™ is a proprietary metric developed by Langar Holdings, Inc. that helps assess a company’s fundamentals relative to its peers by reviewing press releases, publicly available filings, and third-party data analysis. The metric
includes an active assessment of the qualitative and quantitative strength of the company’s business fundamentals through a review of the company’s financial health, any relevant company controversies, whether the company’s products and/or services
are involved in any vice areas, as defined by the Advisor (adult entertainment, alcoholic beverages, oil and gas exploration, cannabis, weapons/small arms, fur and specialty leathers, gambling, predatory lending, riot control, tobacco products and
whale meat), and the strength of the company’s team (i.e., board of directors and management team) and culture (shared values, attitudes, behaviors, and standards that make up a company’s work environment as it relates to a company’s investment
potential) (derived from a subset of Refinitiv’s Environmental, Social, and Governance database). The purpose of the vice screen is to help identify and remove from the potential universe any companies that have and/or could have performance
challenges as a result of controversies and adverse public sentiment regarding their products and/or services or overall company reputation.
Langar’s HealthTech Industry Risk Score
The Advisor then applies the Langar Industry Risk Score™ to assign an industry risk score to each company. The
proprietary algorithm evaluates the healthcare industry risk of the company by defining a quantitative risk and qualitative risk category for each company and weights the company accordingly. The quantitative risk category includes revenue risk
(which is defined as which customer segment contributes to a majority of the company’s revenue) and innovation risk (which evaluates how well a company has protected its intellectual property and whether they are able to generate a gross profit).
The qualitative risk category includes standard of care risk (which analyzes whether a company’s product and/or service has aligned with current clinical practices), and policy risk (which determines if the company’s product and/or service is subject
to state and/or federal policy shifts). The Advisor applies weighting to the portfolio based on the market cap and revenue growth to place more weight on high growth potential companies.
Investment Committee Review
Finally, each company is then reviewed by the Advisor’s Investment Committee, which includes a seasoned team of
healthcare and financial subject matter experts and provides input on the companies presented before the portfolio manager selects the companies to be included in the Fund’s portfolio. However, the Fund’s portfolio manager has complete discretion
over the companies ultimately selected for inclusion in the Fund’s portfolio.
On at least a quarterly basis, the Advisor may rebalance the portfolio to add new securities that meet the
criteria discussed above, change the weighting of securities or remove securities that no longer meet the criteria discussed above. The Advisor may sell securities at any time if the Advisor believes that the company has made a business decision
that will negatively impact its long-term growth.
The Fund is classified as “non-diversified” for purposes of the Investment Company Act of 1940, as amended (the
“1940 Act”), which means a relatively high percentage of the Fund’s assets may be invested in the securities of a limited number of issuers. The Fund will also be concentrated (invest at least 25% of the Fund’s assets) in companies in healthcare
industry as defined by GICS.
As an actively managed ETF that does not seek to replicate the performance of a specified index, the Fund may have
a higher degree of portfolio turnover than funds that seek to replicate the performance of an index.
From time to time the Fund may focus its investments in one or more particular sectors. As of December 31, 2025,
the Fund focused its investments in the medical equipment sector.
Principal Risks of Investing in the Fund
Risk is inherent in all investing. The loss of your money is a
principal risk of investing in the Fund. The Fund is subject to certain risks, including the principal risks noted below, any of which may adversely affect the Fund’s net asset value per share (“NAV”), trading price, yield, total return and ability
to meet its investment objective.
Equity Securities Risk. Investments in equity securities may fluctuate in value response to many factors, including general market and economic conditions, interest rates, and
specific industry changes. Such price fluctuations subject the Fund to potential losses. During temporary or extended bear markets, the value of equity securities will decline, which could also result in losses for the Fund.
Authorized Participant Risk. Only an authorized participant (“Authorized Participant” or “APs”) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions
that may act as Authorized Participants on an agency basis (i.e., on behalf of other market participants). Authorized Participant concentration risk may be heightened for exchange-traded funds (ETFs), such as the Fund, that invest in securities
issued by non-U.S. issuers or other securities or instruments that have lower trading volumes.
HealthTech Companies Risk: HealthTech Companies may have limited product lines, markets, financial resources or personnel.
Securities of HealthTech Companies, especially smaller, start-up companies, tend to be more volatile than securities of companies that do not rely heavily on technology and may be adversely affected by loss or impairment of those rights. Rapid change
to technologies that affect a company’s products could have a material adverse effect on such company’s operating results. HealthTech Companies also rely heavily on a combination of patents, copyrights, trademarks and trade secret laws to establish
and protect their proprietary rights in their products and technologies. There can be no assurance that the steps taken by these companies to protect their proprietary rights will be adequate to prevent the misappropriation of their technology or
that competitors will not independently develop technologies that are substantially equivalent or superior to such companies’ technology. HealthTech Companies typically engage in significant amounts of spending on research and development, and there
is no guarantee that the products or services produced by these companies will be successful. The Fund invests primarily in the equity securities of HealthTech Companies and, as such, is particularly sensitive to risks to those types of companies.
These risks include, but are not limited to, changes in business cycles, competition, technological progress and rapid obsolescence, and government regulation. Furthermore, the adoption of AI by HealthTech Companies introduces unique risks, including
ethical, regulatory, and safety concerns.
Concentration Risk: Because the Fund invests more heavily in a particular industry, the value of its shares may be especially sensitive to factors and economic risks that specifically affect that industry. As a result, the Fund's
share price may fluctuate more widely than the value of shares of a fund that invests in a broader range of industries. Additionally, some industries could be subject to greater government regulation than other industries. Therefore, changes in
regulatory policies for those industries may have a material effect on the value of securities issued by companies in those industries.
Small-Cap and Mid-Cap Securities Risk. The Fund may invest in securities of small-cap and mid-cap companies, which involve
greater volatility than investing in larger and more established companies. Small-cap and mid-cap companies can be subject to more abrupt or erratic share price changes than larger, more established companies. Securities of these types of companies
have limited market liquidity, and their prices may be more volatile. You should expect that the value of the Fund’s shares will be more volatile than a fund that invests exclusively in large-capitalization companies.
Large-Cap Securities Risk. Stocks of large companies as a group can fall out of favor with the market, causing the Fund to
underperform investments that have a greater focus on mid-cap or small-cap stocks. Larger, more established companies may be slow to respond to challenges and may grow more slowly than smaller companies.
Foreign Securities.
Foreign securities have investment risks different from those associated with
domestic securities. The value of foreign investments (including investments in ADRs) may be affected by the value of the local currency relative to the U.S. dollar, changes in exchange control regulations, application of foreign tax laws, changes in
governmental economic or monetary policy, or changed circumstances in dealings between nations. There may be less government supervision of foreign markets, resulting in non-uniform accounting practices and less publicly available information about
issuers of foreign securities. In addition, foreign brokerage commissions, custody fees, and other costs of investing in foreign securities are often higher than in the United States. Investments in foreign issues could be affected by other factors
not present in the United States, including expropriation, armed conflict, confiscatory taxation, and potential difficulties in enforcing contractual obligations.
Management Risk. The Fund is subject to management risk because it is an actively managed portfolio. In managing the Fund’s portfolio securities, the Advisor will apply investment techniques and risk analyses in making investment
decisions for the Fund, but there can be no guarantee that these will produce the desired results.
Market Risk. Market risk refers to the possibility that the value of securities held by the Fund may decline due to daily fluctuations in the market. Market prices for securities change daily as a result of many factors, including
developments affecting the condition of both individual companies and the market in general. The price of a security may even be affected by factors unrelated to the value or condition of its issuer, including changes in interest rates, economic and
political conditions, and general market conditions. The Fund’s performance per share will change daily in response to such factors.
New Advisor Risk. The Advisor has only recently begun serving as an investment advisor. As a result, investors do not have a long-term track record of managing an ETF from which to judge the Advisor, and the Advisor may
not achieve the intended result in managing the Fund.
Limited History of Operations Risk. The Fund has a limited history of operations. Accordingly, investors in the Fund bear the risk that the Fund may not be successful in implementing its investment strategy, may not employ a
successful investment strategy, or may fail to attract sufficient assets under management to realize economies of scale, any of which could result in the Fund being liquidated at any time without shareholder approval and at a time that may not be
favorable for all shareholders. Such a liquidation could have negative tax consequences for shareholders and will cause shareholders to incur expenses of liquidation.
Non-Diversification Risk. The Fund is non-diversified. This means that it may invest a larger portion of its assets in a limited number of companies than a diversified fund. Because a relatively high percentage of the Fund’s assets
may be invested in the securities of a limited number of companies that could be in the same or related economic sectors, the Fund’s portfolio may be more susceptible to any single economic, technological or regulatory occurrence than the portfolio
of a diversified fund.
ETF Structure Risks. The Fund is structured as an ETF and as a result is subject to the certain risks, including:
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Not Individually Redeemable. Shares are not individually redeemable and may
be redeemed by the Fund at NAV only in large blocks known as “Creation Units.” You may incur brokerage costs purchasing enough Shares to constitute a Creation Unit.
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Trading Issues. An active trading market for the Fund's shares may not be
developed or maintained. Trading in Shares on the Exchange may be halted due to market conditions or for reasons that, in the view of the Exchange, make trading in Shares inadvisable, such as extraordinary market volatility. There can be no
assurance that Shares will continue to meet the listing requirements of the Exchange. If the Fund's shares are traded outside a collateralized settlement system, the number of financial institutions that can act as authorized participants
that can post collateral on an agency basis is limited, which may limit the market for the Fund's shares.
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Cash
purchases. To the extent Creation Units are purchased by APs in cash instead of in-kind, the Fund will incur certain costs such as brokerage expenses and taxable gains and losses. These costs could be imposed on the Fund and
impact the Fund’s NAV if not fully offset by transaction fees paid by the APs.
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Market Price Variance Risk. The market prices of Shares will fluctuate in
response to changes in NAV and supply and demand for Shares and will include a “bid-ask spread” charged by the exchange specialists, market makers or other participants that trade the particular security. There may be times when the market
price and the NAV vary significantly. This means that Shares may trade at a discount to NAV.
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In times of market stress, market makers may step away from their role market making in shares of ETFs and in executing
trades, which can lead to differences between the market value of Shares and the Fund's net asset value.
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To the extent Authorized Participants exit the business or are unable to process creations or redemptions and no other
Authorized Participant can step in to do so, there may be a significantly reduced trading market in the Fund's shares, which can lead to differences between the market value of Shares and the Fund's net asset value.
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The market price for the Fund's shares may deviate from the Fund's net asset value, particularly during times of market
stress, with the result that investors may pay significantly more or receive significantly less for Shares than the Fund's net asset value, which is reflected in the bid and ask price for Shares or in the closing price.
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When all or a portion of an ETF’s underlying securities trade in a market that is closed when the market for the Fund's
shares is open, there may be changes from the last quote of the closed market and the quote from the Fund's domestic trading day, which could lead to differences between the market value of the Fund's shares and the Fund's net asset value.
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In stressed market conditions, the market for the Fund's shares may become less liquid in response to the deteriorating
liquidity of the Fund's portfolio. This adverse effect on the liquidity of the Fund's shares may, in turn, lead to differences between the market value of the Fund's shares and the Fund's net asset value.
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Cybersecurity Risk. With the
increased use of technologies such as the internet to conduct business, the Fund, like all companies, may be susceptible to operational, information security, and related risks. As part of its business, the Advisor processes, stores, and transmits
large amounts of electronic information, including information relating to the transactions of the Fund. The Fund and its service providers are therefore susceptible to cybersecurity risk. Cybersecurity failures or breaches of the Fund or
its service providers have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability of Fund shareholders to transact business, violations of applicable privacy and other laws,
regulatory fines, penalties and/or reputational damage. The Fund and its shareholders could be negatively impacted as a result.
Investment Risk. An investment in Shares is subject to investment risk, including the possible loss of the entire principal
amount invested. An investment in shares represents an indirect investment in the securities owned by the Fund. The value of these securities, like other market investments, may move up or down, sometimes rapidly and unpredictably. The value of your
shares at any point in time may be worth less than the value of your original investment.
All investments involve risks, including the risk that the entire amount invested may be lost. No guarantee or
representation is made that the Fund’s investment objectives will be achieved.
Any real or perceived adverse economic changes, local, regional or global events such as war, acts of terrorism,
disasters, trade disputes, disputes with specific countries that could result in additional tariffs, trade barriers and/or investment restrictions in certain securities of those countries, the spread of infectious illness or other public health
issues, recessions, raising of interest rates, or other events, could have a material adverse impact on the Fund or its investments. Any of these conditions can adversely affect the economic prospects of many companies, sectors, nations, regions and
the market in general, in ways that cannot necessarily be foreseen. Moreover, changes in these and other areas present uncertainty and risk with respect to the Fund’s NAV, performance, financial condition, results of operations, ability to pay
distributions, and portfolio liquidity, among other factors.
Economic problems in a single country are increasingly affecting other markets and
economies, and a continuation of this trend could adversely affect global economic conditions and world markets. Uncertainty and volatility in the financial markets and political systems of the U.S. or any other country, may have adverse spill-over
effects into the global financial markets generally.
Sector Risk. The fund may be susceptible to an increased risk of loss, including losses due to events that adversely affect the fund's investments more than the market as a whole, to the extent that the fund may, from time to time, have greater
exposure to the securities of a particular issuer or issuers within the same industry or sector. Such sector-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or
increased competition within the sector. In addition, at times, such sector may be out of favor and underperform other sectors or the market as a whole.
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Medical Equipment. Companies in the medical equipment sector are affected by
rising costs of medical products, devices and services, and the increased emphasis on the delivery of health care through outpatient services. Competition among medical equipment companies is high and can be significantly affected by
extensive government regulation or government reimbursement for medical expenses. The equipment may be subject to extensive litigation based on malpractice claims, product liability claims, or other litigation. Medical equipment manufacturers
are heavily dependent on patent protection, and the expiration of patents may adversely affect their profitability. Many new health care products are subject to the approval of the U.S. Food and Drug Administration (“FDA”). The process of
obtaining FDA approval is often long and expensive.
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Early Close/Trading Halt Risk. An exchange or market may close or issue trading halts on specific securities, or the ability to buy or sell certain securities or financial instruments may be restricted, which may prevent
the Fund from buying or selling certain securities or financial instruments. In these circumstances, the Fund may be unable to rebalance its portfolio, may be unable to accurately price its investments and may incur substantial trading losses.
Management
Investment
Advisor. Langar Investment Management, LLC, is the investment advisor to the Fund (“Langar” or the “Advisor”).
Portfolio
Managers. Dhruv K. Vig, Ph.D., is the portfolio manager of the Fund and is primarily responsible for the day-to-day management of the Fund’s portfolio. Dr. Vig has served as the Fund’s portfolio manager since its inception in January 2024.
Purchase and Sale of Shares
The Fund issues and redeems shares at NAV only in large blocks of 10,000 shares (each block of shares is called a
“Creation Unit”). Creation Units are issued and redeemed for cash and/or in-kind for securities. Except when aggregated in Creation Units in transactions with APs, the shares are not redeemable securities of the Fund.
Individual Shares may only be bought and sold in the secondary market through a broker or dealer at a market
price. Because ETF shares trade at market prices rather than NAV, shares may trade at a price greater than NAV (premium) or less than NAV (discount). An investor may incur costs attributable to the difference between the highest price a buyer is
willing to pay to purchase Shares (bid) and the lowest price a seller is willing to accept for Shares (ask) when buying or selling shares in the secondary market (the “bid-ask spread”). You may access recent information, including information on the
Fund’s NAV, Market Price, premiums and discounts, and bid-ask spreads, on the Fund’s website at www.langarfunds.com.
Tax Information
The Fund intends to make distributions that may be taxable to you as ordinary income or capital gains, unless you
are investing through a tax deferred arrangement, such as a 401(k) plan or an individual retirement account (IRA). Distributions on investments made through tax deferred arrangements generally will be taxed later when withdrawn from those accounts.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Advisor or
other related companies may pay the intermediary for the sale of Shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over
another investment. Ask your salesperson or visit your financial intermediary’s website for more information.