(b)
Not applicable.
Item 2. Code of Ethics.
As
of the end of the period covered by this report, the registrant has adopted a
code of ethics that applies to the registrant’s principal executive officer,
principal financial officer, principal accounting officer or controller, or
persons performing similar functions, regardless of whether these individuals
are employed by the registrant or a third party (the “Code of Ethics”). During
the period covered by this report, no substantive amendments were made to the
Code of Ethics. During the period covered by this report, the registrant did not
grant any waivers, including any implicit waivers, from any provision of the
Code of Ethics.
The
Code of Ethics is attached hereto as Exhibit 19(a)(1).
Item 3. Audit Committee Financial Expert.
(a)(1)
The Board of Trustees of the registrant has determined that the registrant has
six Board members serving on the Audit Committee that possess the attributes
identified in Instructions 2(b) of Item 3 to Form N-CSR to qualify as an “audit committee
financial expert.”
(2)
Dwight Churchill, Clare Richer, Kristi Rowsell, James Ross, Sandra Sponem and
Carl Verboncoeur are the registrant’s audit committee financial experts. The
Board also determined that each of the foregoing persons are not “interested
person(s)” of the registrant as that term is defined in Section 2(a)(19) of
the Investment Company Act of 1940, as amended (the “1940 Act”).
Item 4. Principal Accountant Fees and
Services.
(a)
Audit Fees.
For
the fiscal years ending October 31, 2025 and October 31, 2024, the
aggregate audit fees billed for professional services rendered by the principal
accountant, Ernst & Young LLP (“EY”), were $262,153 and $101,717,
respectively. Audit fees include the performance of the annual audits, security
counts performed during the course of the period for each series of the
registrant and routine regulatory filings (one for each SEC registrant).
(b)
Audit-Related Fees.
For
the fiscal years ending October 31, 2025 and October 31, 2024, EY did
not bill the registrant any fees for assurances and related services that are
reasonably related to the performance of the audit of the registrant’s financial
statements and are not reported under paragraph (a) of this Item.
(c)
Tax Fees.
For
the fiscal years ending October 31, 2025 and October 31, 2024, the
aggregate tax fees billed for professional services rendered by EY for the
review of year-end distribution
requirements were $19,872 and $11,538, respectively.
(d)
All Other Fees.
For
the fiscal years ended October 31, 2025 and October 31, 2024, there
were no fees billed for professional services rendered by EY for products and
services provided by EY to the Trust, other than the services reported in
paragraphs (a)through (c).
For
the fiscal years ended October 31, 2025 and October 31, 2024, the
aggregate fees for professional services rendered by EY for products and
services provided by EY to the Adviser and any entity controlling, controlled
by, or under common control with the Adviser that provides ongoing services to
the Trust that (i) relate directly to the operations and financial
reporting of the Trust and (ii) were pre-approved by the Audit Committee were
approximately $9,637,151 and $9,556,710, respectively.
(e)(1)
Audit Committee Pre-Approval Policies
and Procedures.
The
registrant’s Audit Committee Charter states the following with respect to pre-approval procedures:
Before
the independent auditors are engaged by the Trust to render audit, audit-related
or permissible non-audit services,
either:
| |
(a) |
The
Audit Committee shall pre-approve
all audit, audit-related and permissible non-audit services provided to the
Trust. The Audit Committee may delegate to one or more of its members the
authority to grant pre-approvals.
Any decision of any member to whom authority is delegated under this
section shall be presented to the full Audit Committee at its next
regularly scheduled meeting; |
or
| |
(b) |
The
engagement to render the audit, audit-related or permissible non-audit service is entered into
pursuant to pre-approval policies
and procedures established by the Audit Committee. Any such policies and
procedures must (1) be detailed as to the particular service and
(2) not involve any delegation of the Audit Committee’s
responsibilities to the investment adviser. The Audit Committee must be
informed of each service entered into pursuant to the policies and
procedures. A copy of any such policies and procedures shall be attached
as an exhibit to the Audit Committee Charter. |
| |
(c) |
Pre-Approval for a service provided to
the Trust other than audit or audit-related services is not required if:
(1) the aggregate amount of all such permissible non-audit services provided to the
Trust constitutes not more than five percent (5%) of the total amount of
revenues paid by the Trust to the independent auditors during the fiscal
year in which the permissible non-audit services are provided;
(2) such services were not recognized by the Trust at the time of the
engagement to be permissible non-audit services; and (3) such
services are promptly brought to the attention of the Audit Committee and
are approved by the Audit Committee or by one or more members of the Audit
Committee to whom authority to grant such approvals has been delegated by
the Audit Committee prior to the completion of the audit.
|
| |
(d) |
The
Audit Committee shall pre-approve
any permissible non-audit
services proposed to be provided by the independent auditors to
(a) the investment adviser and (b) any entity controlling,
controlled by, or under common control with the investment adviser that
provides ongoing services to the Trust, if the independent auditors’
engagement with the investment adviser or any such control persons relates
directly to the operations and financial reporting of the Trust. It shall
be the responsibility of the independent auditors to notify the Audit
Committee of any permissible non-audit services that need to be
pre-approved.
|
Notwithstanding
the above, Pre-Approval for any
permissible non-audit services under
this Sub-section is not required if:
(1) the aggregate amount of all such permissible non-audit services constitutes not more than
five percent (5%) of the total amount of revenues paid to the independent
auditors by the Trust and any other entity that has its services approved under
this Section (i.e., the investment adviser or any control person) during the
fiscal year in which the permissible non-audit services are provided;
(2) such services
were
not recognized by the Trust at the time of the engagement to be permissible
non-audit services; and (3) such
services are promptly brought to the attention of the Audit Committee and are
approved by the Audit Committee or by one or more members of the Audit Committee
to whom authority to grant such approvals has been delegated by the Audit
Committee prior to the completion of the audit.
(e)(2)
Percentage of Services.
None
of the services described in each of paragraphs (b) through (d) of this
Item were approved by the registrant’s Audit Committee pursuant to paragraph
(c)(7)(i)(C) of Rule 2-01 of Regulation
S-X.
(f)
Not applicable.
(g)
The aggregate non-audit fees billed for
by EY for services rendered to the registrant, and rendered to the registrant’s
investment adviser (not including any sub-adviser whose role is primarily portfolio
management and is subcontracted with or overseen by another investment adviser),
and any entity controlling, controlled by, or under common control with the
adviser were as follows:
|
|
|
|
|
|
|
|
| |
| |
|
FY 2025
(in millions) |
|
|
FY 2024
(in millions) |
|
|
Non
audit services billed to: |
|
|
|
| |
|
| |
|
Registrant: |
|
|
See Item 4 |
(c) |
|
|
See Item 4 |
(c) |
|
Investment
Adviser: |
|
|
— |
|
|
|
— |
|
|
Other
entities in the Investment Company Complex (1)(2): |
|
|
|
| |
|
| |
|
Audit
Related Fees |
|
$ |
18.6 |
|
|
$ |
18.5 |
|
|
Tax
Fees |
|
$ |
3.4 |
|
|
$ |
3.2 |
|
|
All
Other Fees |
|
$ |
15.8 |
|
|
$ |
15.0 |
|
| (1) |
Information
is for the calendar years 2025 and 2024, respectively.
|
| (2) |
Services
under the caption Audit-Related Fees consisted principally of reports on
the processing of transactions by servicing organizations, audits of
employee benefit plan, non-statutory audits and due diligence
procedures. Services under the caption Tax Fees consisted principally of
expatriate, compliance and corporate tax advisory services. Services under
the caption All Other Fees primarily related to statutory and financial
statement audits and the requirement to opine on the design and operating
effectiveness of internal control over financial reporting.
|
(h)
EY notified the registrant’s Audit Committee of all non-audit services that were rendered by EY
to the Adviser and any entity controlling, controlled by, or under common
control with the Adviser that provides services to the registrant, which
services were not required to be pre-approved pursuant to paragraph (c)(7)(ii)
of Rule 2-01 of Regulation S-X, allowing the registrant’s Audit
Committee to consider whether such services were compatible with maintaining
EY’s independence.
(i)
Not applicable.
(j)
Not applicable.
Item 5. Audit Committees of Listed
Registrants.
The
registrant has an audit committee which was established by the Board of Trustees
of the Trust in accordance with Section 3(a)(58)(A) of the Securities
Exchange Act of 1934, as amended (the “1934 Act”). The members of the
registrant’s Audit Committee are Dwight Churchill, Carolyn Clancy, Clare Richer,
James Ross, Kristi Rowsell, Sandra Sponem and Carl Verboncoeur.
Item 6. Investments.
(a)
Schedules of Investments are included as part of the Financial Statements filed
under Item 7(a) of this Form N-CSR.
(b)
Not applicable to the registrant.
Item 7. Financial Statements and Financial
Highlights for Open-End Management
Investment Companies
(a)
The registrant’s Financial Statements are attached herewith.
(b)
The registrant’s Financial Highlights are included as part of the Financial
Statements filed under Item 7(a) of this Form.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS
October
31, 2025
1. Organization
SSGA
Active Trust (the “Trust”), a Massachusetts business trust, registered under the
Investment Company Act of 1940, as amended (“1940 Act”), is an open-end
management investment company.
As
of October 31, 2025, the Trust consists of thirty-seven (37) series, each of
which represents a separate series of beneficial interest in the Trust. The
Declaration of Trust permits the Board of Trustees of the Trust (the “Board”) to
authorize the issuance of an unlimited number of shares of beneficial interest
at $0.01 par value. The financial statements herein relate to the SPDR
Bridgewater All Weather ETF (the "Fund"), a diversified investment company under
the 1940 Act, formed on March 5, 2025 and commenced operations on March 6, 2025,
and the State Street All Weather Strategy Cayman Ltd., a wholly-owned subsidiary
of the Fund that is an exempted limited company organized under the laws of the
Cayman Islands (the "Subsidiary").
Under
the Trust’s organizational documents, its officers and Trustees are indemnified
against certain liabilities arising out of the performance of their duties to
the Trust. Additionally, in the normal course of business, the Trust enters into
contracts with service providers that contain general indemnification clauses.
The Trust’s maximum exposure under these arrangements is unknown as this would
involve future claims that may be made against the Trust that have not yet
occurred.
2. Segment
Reporting
The
Fund has one reportable segment. Business activities are managed on a
consolidated basis and revenues are derived primarily through the Fund's
investments in accordance with its investment objective. The Fund's chief
operating decision maker (“CODM”) is the President of the Trust. The CODM
assesses performance based on the Fund's Total Return as reported in the
Financial Highlights, and the same accounting policies are applied as described
in the summary of significant accounting policies. The Fund's Total Return is
utilized by the CODM to compare results, including the impact of the Fund's
costs, to the Fund's competitors and to the Fund's benchmark index.
3. Summary
of Significant Accounting Policies
The
following is a summary of significant accounting policies followed by the Trust
in the preparation of its financial statements:
The
preparation of financial statements in accordance with U.S. generally accepted
accounting principles (“U.S. GAAP”) requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates. The Fund is an
investment company under U.S. GAAP and follows the accounting and reporting
guidance applicable to investment companies.
The
Fund consolidates its investments in the Subsidiary. All material intercompany
balances and transactions have been eliminated.
Security
Valuation
The
Fund's investments are valued at fair value each day that the New York Stock
Exchange (“NYSE”) is open and, for financial reporting purposes, as of the
report date should the reporting period end on a day that the NYSE is not open.
Fair value is generally defined as the price the Fund would receive to sell an
asset or pay to transfer a liability in an orderly transaction between market
participants at the measurement date. By its nature, a fair value price is a
good faith estimate of the valuation in a current sale and may not reflect an
actual market price. The investments of the Fund are valued pursuant to the
policy and procedures developed by the Oversight Committee (the “Committee”) and
approved by the Board. The Committee provides oversight of the valuation of
investments for the Fund. The Board has responsibility for overseeing the
determination of the fair value of investments.
Valuation
techniques used to value the Fund's investments by major category are as
follows:
• Equity
investments (including registered investment companies that are exchange-traded
funds) traded on a recognized securities exchange for which market quotations
are readily available are valued at the last sale price or official closing
price, as applicable, on the primary market or exchange on which they trade.
Equity investments traded on a recognized exchange for which there were no sales
on that day are valued at the last published sale price or at fair
value.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
• Investments
in registered investment companies (including money market funds) or other
unitized pooled investment vehicles that are not traded on an exchange are
valued at that day’s published net asset value (“NAV”) per share or unit.
• Government
and municipal fixed income securities are generally valued using quotations from
independent pricing services or brokers. Certain government inflation-indexed
securities may require a calculated fair valuation as the cumulative inflation
is contained within the price provided by the pricing service or broker. For
these securities, the inflation component of the price is “cleaned” from the
pricing service or broker price utilizing the published inflation factors in
order to ensure proper accrual of income.
• Exchange-traded
futures contracts are valued at the closing settlement price on the primary
market on which they are traded most extensively. Exchange-traded futures
contracts traded on a recognized exchange for which there were no sales on that
day are valued at the last reported sale price obtained from independent pricing
services or brokers or at fair value.
• Swap
agreements are valued daily based upon prices supplied by Board approved pricing
vendors or through brokers. Depending on the product and terms of the
transaction, the value of agreements is determined using a series of techniques
including valuation models that incorporate a number of market data factors,
such as discounted cash flows, yields, curves, trades and values of the
underlying reference instruments. In the event the advisor is unable to obtain
an independent, third–party valuation the agreements will be fair valued.
In
the event prices or quotations are not readily available or that the application
of these valuation methods results in a price for an investment that is deemed
to be not representative of the fair value of such investment, fair value will
be determined in good faith by the Committee, in accordance with the valuation
policy and procedures approved by the Board.
Various
inputs are used in determining the value of the Fund’s investments.
The
Fund values its assets and liabilities at fair value using a fair value
hierarchy consisting of three broad levels that prioritize the inputs to
valuation techniques giving the highest priority to readily available unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1
measurements) and the lowest priority to unobservable inputs (Level 3
measurements) when market prices are not readily available or reliable. The
categorization of a value determined for an investment within the hierarchy is
based upon the pricing transparency of the investment and is not necessarily an
indication of the risk associated with investing in it.
The
three levels of the fair value hierarchy are as follows:
• Level
1 – Unadjusted quoted prices in active markets for an identical asset or
liability;
• Level
2 – Inputs other than quoted prices included within Level 1 that are observable
for the asset or liability either directly or indirectly, including quoted
prices for similar assets or liabilities in active markets, quoted prices for
identical or similar assets or liabilities in markets that are not considered to
be active, inputs other than quoted prices that are observable for the asset or
liability (such as exchange rates, financing terms, interest rates, yield
curves, volatilities, prepayment speeds, loss severities, credit risks and
default rates) or other market-corroborated inputs; and
• Level
3 – Unobservable inputs for the asset or liability, including the Committee’s
assumptions used in determining the fair value of investments.
The
value of the Fund's investments according to the fair value hierarchy as of
October 31, 2025 is disclosed in the Fund's Consolidated Schedule of
Investments.
Investment
Transactions and Income Recognition
Investment
transactions are accounted for on trade date for financial reporting purposes.
Realized gains and losses from the sale or disposition of investments and
foreign exchange transactions, if any, are determined using the identified cost
method.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Dividend
income and capital gain distributions, if any, are recognized on the ex-dividend
date, or when the information becomes available, net of any foreign taxes
withheld at source, if any. Interest income is recorded daily on an accrual
basis. All premiums and discounts are amortized/accreted for financial reporting
purposes.
Non-cash
dividends received in the form of stock, are recorded as dividend income at fair
value. Distributions received by the Fund may include a return of capital that
is estimated by management. Such amounts are recorded as a reduction of the cost
of investments or reclassified to capital gains.
Expenses
Certain
expenses, which are directly identifiable to a specific Fund, are applied to
that Fund within the Trust. Other expenses which cannot be attributed to a
specific Fund are allocated in such a manner as deemed equitable, taking
into consideration the nature and type of expense and the relative net assets of
the Fund within the Trust.
Class specific expenses are borne by each class.
Foreign
Currency Translation
The
accounting records of the Fund are maintained in U.S. dollars. Foreign
currencies as well as investment securities and other assets and liabilities
denominated in a foreign currency are translated to U.S. dollars using exchange
rates at period end. Purchases and sales of securities, income receipts and
expense payments denominated in foreign currencies are translated into U.S.
dollars at the prevailing exchange rate on the respective dates of the
transactions.
The
effects of exchange rate fluctuations on investments are included with the net
realized and unrealized gain (loss) on investment securities. Other foreign
currency transactions resulting in realized and unrealized gain (loss) are
disclosed separately.
Foreign
Taxes
The
Fund may be subject to foreign taxes (a portion of which may be reclaimable) on
income, stock dividends, realized and unrealized capital gains on investments or
certain foreign currency transactions. Foreign taxes are recorded in accordance
with SSGA Funds Management, Inc.'s (the “Adviser” or “SSGA FM”) understanding of
the applicable foreign tax regulations and rates that exist in the foreign
jurisdictions in which the Fund invests. These foreign taxes, if any, are paid
by the Fund and are reflected in the Statement of Operations, if applicable.
Foreign taxes payable or deferred as of October 31, 2025, if any, are disclosed
in the Fund's Statement of Assets and Liabilities.
Equalization
The Fund
follows the accounting practice known as “Equalization” by which a portion of
the proceeds from sales and costs of reacquiring Fund shares, equivalent on a
per share basis to the amount of distributable net investment income on the date
of the transaction, is credited or charged to undistributed net investment
income. As a result, undistributed net investment income per share is unaffected
by sales or reacquisition of Fund shares. Amounts related to Equalization can be
found on the Consolidated Statements of Changes in Net Assets.
Distributions
Distributions
from net investment income, if any, are declared and paid annually. Net realized
capital gains, if any, are distributed annually, unless additional distributions
are required for compliance with applicable tax regulations. The amount and
character of income and capital gains to be distributed are determined in
accordance with applicable tax regulations which may differ from net investment
income and realized gains recognized for U.S. GAAP purposes.
4. Derivative
Financial Instruments
Futures
Contracts
The
Fund may enter into futures contracts to meet the Fund's objectives. A futures
contract is a standardized, exchange-traded agreement to buy or sell a financial
instrument at a set price on a future date. Upon entering into a futures
contract, the Fund is required to deposit with the broker, cash or securities in
an amount equal to the minimum initial margin requirements of the clearing
house. Securities deposited, if any, are designated on the Consolidated Schedule
of Investments and cash deposited, if any, is included in Net cash at broker on
the
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Consolidated
Statement of Assets and Liabilities. Subsequent payments are made or received by
the Fund equal to the daily change in the contract value, accumulated, exchange
rates, and or other transactional fees. The accumulation of those payments are
recorded as variation margin receivable or payable with a corresponding offset
to unrealized gains or losses. The Fund recognizes a realized gain or loss when
the contract is closed.
Losses
may arise if the value of a futures contract decreases due to unfavorable
changes in the market rates or values of the underlying instrument during the
term of the contract or if the counterparty does not perform under the contract.
The use of futures contracts also involves the risk that the movements in the
price of the futures contracts do not correlate with the movement of the assets
underlying such contracts.
Swaps
The
Fund may enter into swap agreements, in which the Fund and counterparty agree
either to make periodic net payments on a specified notional amount or a net
payment upon termination. Swap agreements are privately negotiated in the OTC
market and may be entered into as a bilateral contract (“BL OTC”) or centrally
cleared (“centrally cleared swaps”). Swaps are marked-to-market daily and
changes in value are recorded as unrealized appreciation (depreciation).
A
BL OTC swap is a transaction between a fund and dealer counterparty where cash
flows are exchanged between the two parties for the life of the swap. For BL OTC
swaps, any upfront premiums paid are recorded as assets and any upfront fees
received are recorded as liabilities and are shown as credit default swap
contracts premiums paid and credit default swap contracts premiums received,
respectively, in the Consolidated Statement of Assets and Liabilities and
amortized to realized gain/loss ratably over the term of the BL OTC swap.
Payments received or made by the Fund for BL OTC swaps are recorded in the
Consolidated Statement of Operations as realized gains or
losses,respectively. When a BL OTC swap is terminated, the Fund will record a
realized gain or loss equal to the difference between the proceeds from (or cost
of) the closing transaction and the Fund’s basis in the contract, if any.
Generally, the basis of the contracts is the premium received or paid.
A
centrally cleared OTC swap is a transaction executed between a fund and a dealer
counterparty, then cleared by a futures commission merchant (FCM) through a
clearinghouse. Once cleared, the clearinghouse serves as a central counterparty
(“CCP”), with whom a exchanges cash flows for the life of the transaction,
similar to transactions in futures contracts.
The
Fund is required to interface with the CCP through a broker. Upon entering into
a centrally cleared swap, the Fund is required to deposit initial margin with
the broker in the form of cash or securities in an amount that varies depending
on the size and risk profile of the particular swap. Securities deposited as
initial margin if any, are designated on the Consolidated Schedule of
Investments and cash deposited is segregated and recorded on the
Consolidated Statement of Assets and Liabilities as Net cash at Broker. The
daily change in valuation of centrally cleared swaps is recorded as a receivable
or payable for variation margin in the Consolidated Statement of Assets and
Liabilities. Payments received from (paid to) the counterparty, including at
termination, are recorded as realized gain (loss) in the
Consolidated Statement of Operations. For both bi-lateral and centrally
cleared OTC swaps, payments are exchanged at specified intervals, accrued daily
commencing with the effective date of the contract and recorded as realized gain
or (loss). Some swaps may be terminated prior to the effective date and realize
a gain or loss upon termination.
Total
Return Swaps
Total
return swaps are agreements in which there is an exchange of cash flows whereby
one party commits to make payments on the total return (coupon plus capital
gains/losses) of an underlying instrument in exchange for fixed or floating rate
interest payments. To the extent the total return of the instrument or index
underlying the transaction exceeds or falls short of the offsetting interest
rate obligation, the Fund will receive a payment or make a payment to the
counterparty.
Risks
associated with Derivatives
Derivative
financial instruments involve to varying degrees, elements of credit, market
and/or interest rate risk in excess of the amounts reported in the
Consolidated Statement of Assets and Liabilities. Such risks involve the
possibility that there will be no liquid market for these agreements, that the
counterparty to the agreements may default on its obligation to perform or
disagree as to the meaning of the contractual terms in the agreements, and that
there may be unfavorable changes in interest rates and/or market values
associated with these transactions.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Derivative
transactions can create investment leverage and may be highly volatile. Use of
derivatives other than for hedging purposes may be considered speculative. When
a Fund invests in a derivative instrument, the future exposure is potentially
unlimited. The value of a derivative instrument will depend on the ability and
the willingness of a Fund’s derivative counterparty to perform its obligations
under the transaction. A liquid secondary market may not always exist for a
Fund's derivative positions at any time and may impact the Fund's ability to
establish fair market value of a derivative transaction and close out derivative
positions. Although the use of derivatives is intended to complement a Fund's
performance, it may instead reduce returns and increase volatility. The
measurement of the risks associated with derivative instruments is meaningful
only when all related and offsetting transactions are considered. A Fund must
set aside liquid assets or engage in other appropriate measures to cover its
obligations under these derivative instruments.
Certain
derivatives, including forward foreign currency contracts and some swap
contracts, as applicable, are entered into under the terms and conditions of an
ISDA Master Agreement , which are separately negotiated with each counterparty.
An ISDA Master Agreement is a bilateral agreement between a Fund and a
counterparty that governs certain OTC derivatives and typically contains, among
other things, collateral posting terms and netting provisions in the event of a
default and/or termination event. Under an ISDA Master Agreement, a Fund may,
under certain circumstances, offset with the counterparty certain derivative
financial instruments’ payables and/or receivables with collateral held and/or
posted and create one single net payment. The provisions of the ISDA Master
Agreement typically permit a single net payment in the event of default
including the bankruptcy or insolvency of the counterparty. Bankruptcy or
insolvency laws of a particular jurisdiction may restrict or prohibit the right
of offset in bankruptcy, insolvency or other events. In addition, certain ISDA
Master Agreements allow counterparties to terminate derivative contracts prior
to maturity in the event a Fund’s net assets decline by a stated percentage or
the Fund fails to meet the terms of its ISDA Master Agreements. The result would
cause the Fund to accelerate payment of any net liability owed to the
counterparty.
For
derivatives traded under an ISDA Master Agreement, the collateral requirements
are typically calculated by netting the mark-to-market amount for each
transaction under such agreement and comparing that amount to the value of any
collateral currently pledged by a Fund and the counterparty. Cash collateral
that has been pledged to cover obligations of a Fund and cash collateral
received from the counterparty, if any, is reported separately on the
Consolidated Statement of Assets and Liabilities as cash pledged as
collateral and Foreign cash due to broker, at value,
respectively. Non-cash collateral pledged or received by a Fund, if any,
is noted in the Fund's Consolidated Schedule of Investments. Notional
principal amounts are one component used to calculate the amount of exposure to
the underlying instrument, but is not the amount delivered under the contract.
Accordingly, credit risk is limited to any amounts receivable from the
counterparty. To reduce credit risk from potential counterparty default, a Fund
enters into swap contracts with counterparties whose creditworthiness have has
been recommended by SSGA FM approved by the Board. The Fund bears the market
risk arising from any change in index or security values or interest
rates.
The
following tables summarize the value of the Fund's derivative instruments as of
October 31, 2025, and the related location in the accompanying Consolidated
Statement of Assets and Liabilities and Consolidated Statement of Operations,
presented by primary underlying risk exposure:
|
|
Asset Derivatives |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Bridgewater All Weather ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts
|
$3,036,085
|
|
$—
|
|
$—
|
|
$11,971,527
|
|
$— |
|
$15,007,612
|
|
Swap Contracts
|
—
|
|
—
|
|
—
|
|
—
|
|
3,503,977
|
|
3,503,977
|
|
|
Net Realized Gain (Loss) |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Bridgewater All Weather ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts
|
$(375,014)
|
|
$—
|
|
$—
|
|
$6,605,238
|
|
$— |
|
$6,230,224 |
|
Swap Contracts
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,774,564)
|
|
(1,774,564)
|
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
|
|
Net Change in Unrealized Appreciation/Depreciation |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Bridgewater All Weather ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts
|
$3,036,085
|
|
$—
|
|
$—
|
|
$11,961,522
|
|
$— |
|
$14,997,607
|
|
Swap Contracts
|
—
|
|
—
|
|
—
|
|
—
|
|
4,127,495
|
|
4,127,495
|
| Offsetting of Financial Assets and Derivative Assets |
|
|
|
Total Return Swaps |
| Counterparty
|
|
Gross
Amounts
of Assets |
|
Amount
Eligible
to
Offset |
|
Cash
Collateral
Received |
|
Net
Amount
|
|
Bank of America NA
|
|
$49,780 |
|
$(10,284)
|
|
$— |
|
$39,496 |
|
BNP Paribas SA
|
|
1,138,588
|
|
—
|
|
—
|
|
1,138,588
|
|
Citibank NA
|
|
230,072
|
|
—
|
|
—
|
|
230,072
|
|
Goldman Sachs & Co. LLC
|
|
983,666
|
|
(13,432)
|
|
—
|
|
970,234
|
|
JPMorgan Securities LLC
|
|
1,749,105
|
|
—
|
|
(1,150,000)
|
|
599,105
|
|
|
|
$4,151,211 |
|
$(23,716)
|
|
$(1,150,000)
|
|
$2,977,495
|
| Offsetting of Financial Liabilities and Derivative Liabilities
|
|
|
|
Total Return Swaps |
| Counterparty
|
|
Gross
Amounts
of Liabilities |
|
Amount
Eligible
to
Offset |
|
Cash
Collateral
Pledged |
|
Net
Amount
|
|
Bank of America NA
|
|
$(10,284)
|
|
$10,284
|
|
$—
|
|
$—
|
|
Goldman Sachs & Co. LLC
|
|
(13,432)
|
|
13,432
|
|
—
|
|
—
|
|
|
|
$(23,716)
|
|
$23,716
|
|
$—
|
|
$—
|
5. Fees
and Transactions with Affiliates
Advisory
Fee
The
Trust, on behalf of the Fund, has entered into an Investment Advisory Agreement
with SSGA FM. For its advisory services, the Fund pays the Adviser a management
fee at an annual rate of 0.85% of its average daily net assets. The fees are
accrued daily and paid monthly.
With
respect to the Fund, the Advisory fee is reduced by the acquired fund fees and
expenses attributable to the Fund investments in other investment companies
(except acquired fund fees and expenses associated with holdings of acquired
funds for cash management purposes) and as a result, the net annualized advisory
fee was 0.79% for the period ended October 31, 2025.
From
time to time, the Adviser may waive all or a portion of its management fee. The
Adviser pays all expenses of the Fund other than the management fee, acquired
fund fees and expenses associated with holdings of acquired funds for cash
management purposes, brokerage expenses, taxes, interest, fees and expenses of
the Independent Trustees (including any Trustee’s counsel fees), litigation
expenses, acquired fund fees and expenses and other extraordinary
expenses.
Bridgewater
Associates, LP receives fees for its services as the Sub-Adviser to the Funds
from the Adviser.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Administrator,
Custodian, Sub-Administrator and Transfer Agent
SSGA
FM serves as administrator and State Street Bank and Trust Company (“State
Street”), an affiliate of the Adviser, serves as custodian, sub-administrator
and transfer agent. State Street receives fees for its services as custodian,
sub-administrator and transfer agent from the Adviser.
Distributor
State
Street Global Advisors Funds Distributors, LLC (“SSGA FD” or the “Distributor”),
an affiliate of the Adviser, serves as the distributor of the Trust.
Other
Transactions with Affiliates
The
Fund may invest in affiliated entities, including securities issued by State
Street Corporation, affiliated funds, or entities deemed to be affiliates as a
result of the Fund owning more than five percent of the entity’s voting
securities or outstanding shares. Amounts relating to these transactions during
the period ended October 31, 2025, are disclosed in the Consolidated Schedule of
Investments.
6. Trustees’
Fees
The
fees and expenses of the Independent Trustees are paid directly by the Funds.
The Independent Trustees are reimbursed for travel and other out-of-pocket
expenses in connection with meeting attendance and industry seminars.
7. Investment
Transactions
Purchases
and sales of investments (excluding in-kind transactions, derivative contracts
and short term investments) for the period ended October 31, 2025 were as
follows:
|
|
U.S. Government Obligations |
|
Other
Securities |
|
|
Purchases
|
|
Sales
|
|
Purchases
|
|
SPDR Bridgewater All Weather ETF
|
$518,628,154
|
|
$160,730,977
|
|
$122,763,135
|
8. Income
Tax Information
The
Fund intends to qualify as a regulated investment company under Subchapter M of
the Internal Revenue Code of 1986, as amended. The Fund will not be subject to
federal income taxes to the extent it distributes its taxable income, including
any net realized capital gains, for each fiscal year. Therefore, no provision
for federal income tax is required.
The
Fund will file federal and various state and local tax returns as required. No
income tax returns are currently under examination. Generally, the federal
returns are subject to examination by the Internal Revenue Service for a period
of three years from date of filing, while the state returns may remain open for
an additional year depending upon jurisdiction.
Distributions
to shareholders are recorded on ex-dividend date. Income dividends and gain
distributions are determined in accordance with income tax rules and
regulations, which may differ from generally accepted accounting
principles.
Certain
capital accounts in the financial statements have been adjusted for permanent
book-tax differences. These adjustments have no impact on net asset values or
results of operations. Temporary book-tax differences will reverse in the
future. These book-tax differences are primarily due to wash sale loss
deferrals, currency gains and losses, futures contracts, and income and/or gains
derived from the Cayman subsidiary.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
At
October 31, 2025, the components of distributable earnings on a tax basis were
as follows:
|
|
Undistributed
Ordinary
Income |
|
Capital
Loss
Carryforwards |
|
Undistributed
Long-Term
Capital
Gains |
|
Net
Unrealized
Gains (Losses) |
|
Total
|
|
SPDR Bridgewater All Weather ETF
|
$22,732,590
|
|
$(5,689,252)
|
|
$4,098,704
|
|
$20,083,844
|
|
$41,225,886
|
As
of October 31, 2025, gross unrealized appreciation and gross unrealized
depreciation of investments based on cost for federal income tax purposes were
as follows:
|
|
Tax
Cost
|
|
Gross
Unrealized
Appreciation
|
|
Gross
Unrealized
Depreciation
|
|
Net
Unrealized
Appreciation
(Depreciation) |
|
SPDR Bridgewater All Weather ETF
|
$627,138,026
|
|
$20,072,612
|
|
$5,755,887
|
|
$14,316,725
|
9. Risks
Market
Risk
The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investing in markets.
Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, inflation, changes in the actual
or perceived creditworthiness of issuers, and general market liquidity. The Fund
is subject to the risk that geopolitical events will disrupt securities markets
and adversely affect global economies and markets. Local, regional or global
events such as war, military conflicts, acts of terrorism, natural disasters,
the spread of infectious illness or other public health issues, or other events
could have a significant impact on the Fund and its investments.
Equity
Investing Risk
The
market prices of equity securities owned by the Fund may go up or down,
sometimes rapidly or unpredictably. The value of a security may decline for a
number of reasons that may directly relate to the issuer and also may decline
due to general industry or market conditions that are not specifically related
to a particular company. In addition, equity markets tend to move in cycles,
which may cause stock prices to fall over short or extended periods of
time.
Debt
Securities Risk
The
values of debt securities may increase or decrease as a result of the following:
market fluctuations, changes in interest rates, actual or perceived inability or
unwillingness of issuers, guarantors or liquidity providers to make scheduled
principal or interest payments, or illiquidity in debt securities markets. To
the extent that interest rates rise, certain underlying obligations may be paid
off substantially slower than originally anticipated and the value of those
securities may fall sharply. A rising interest rate environment may cause the
value of the Fund’s fixed income securities to decrease, an adverse impact on
the liquidity of the Fund’s fixed income securities, and increased volatility of
the fixed income markets. During periods when interest rates are at low levels,
the Fund’s yield can be low, and the Fund may have a negative yield (i.e., it
may lose money on an operating basis). To the extent that interest rates fall,
certain underlying obligations may be paid off substantially faster than
originally anticipated. If the principal on a debt obligation is prepaid before
expected, the prepayments of principal may have to be reinvested in obligations
paying interest at lower rates. During periods of falling interest rates, the
income received by the Fund may decline. Changes in interest rates will likely
have a greater effect on the values of debt securities of longer durations.
Returns on investments in debt securities could trail the returns on other
investment options, including investments in equity securities.
10. Subsequent
Events
Management
has evaluated the impact of all subsequent events on the Fund through the date
the financial statements were issued and has determined that there were no
subsequent events requiring adjustment or disclosure in the financial
statements.
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Shareholders of SPDR Bridgewater All Weather ETF and the Board of Trustees
of SSGA Active Trust
Opinion
on the Financial Statements
We
have audited the accompanying consolidated statement of assets and liabilities
of SPDR Bridgewater All Weather ETF (the “Fund”) (one of the funds
constituting SSGA Active Trust (the “Trust”)), including the consolidated
schedule of investments, as of October 31, 2025, and the related consolidated
statements of operations and changes in net assets, and the consolidated
financial highlights for the period from March 6, 2025 (commencement of
operations) through October 31, 2025 and the related notes (collectively
referred to as the “financial statements”). In our opinion, the financial
statements present fairly, in all material respects, the consolidated financial
position of the Fund (one of the funds constituting SSGA Active Trust) at
October 31, 2025, and the consolidated results of its operations and changes in
its net assets, and its consolidated financial highlights for the period from
March 6, 2025 (commencement of operations) through October 31, 2025, in
conformity with U.S. generally accepted accounting principles.
Basis
for Opinion
These
financial statements are the responsibility of the Trust’s management. Our
responsibility is to express an opinion on the Fund’s financial statements based
on our audit. We are a public accounting firm registered with the Public Company
Accounting Oversight Board (United States) (“PCAOB”) and are required to be
independent with respect to the Trust in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We
conducted our audit in accordance with the standards of the PCAOB. Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. The Trust is not required to have,
nor were we engaged to perform, an audit of the Trust’s internal control over
financial reporting. As part of our audit, we are required to obtain an
understanding of internal control over financial reporting but not for the
purpose of expressing an opinion on the effectiveness of the Trust’s internal
control over financial reporting. Accordingly, we express no such opinion.
Our
audit included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of October 31, 2025, by correspondence with the custodian, brokers and
others; when replies were not received from brokers and others, we performed
other auditing procedures. Our audit also included evaluating the accounting
principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. We believe that
our audit provides a reasonable basis for our opinion.
We
have served as the auditor of one or more State Street Investment Management
(formerly, State Street Global Advisors) investment companies since
2000.
Boston,
Massachusetts
December
22, 2025
SSGA ACTIVE TRUST
SPDR
BRIDGEWATER ALL WEATHER ETF
OTHER
INFORMATION
October
31, 2025 (Unaudited)
Tax
Information
For
federal income tax purposes, the following information is furnished with respect
to the distributions of the Fund for its fiscal period ended October 31,
2025.
Dividends
Received Deduction
The
Fund reports the maximum amount allowable of its net taxable income as eligible
for the corporate dividends received deduction.
Interest
Dividends
The
Fund reports the maximum amount allowable as Section 163(j) Interest
Dividends.
Qualified
Interest Income
The
Fund reports the maximum amount allowable of its net taxable income and
short-term capital gain as qualified interest income.
Qualified
Dividend Income
A
portion of dividends distributed by the Funds during the fiscal period ended
October 31, 2025 are considered qualified dividend income and are eligible for
reduced tax rates. Each Fund reports the maximum amount allowable of its net
taxable income as qualified dividend income as provided in the Jobs and Growth
Tax Relief Reconciliation Act of 2003.
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS
October
31, 2025
1. Organization
SSGA
Active Trust (the “Trust”), a Massachusetts business trust registered under the
Investment Company Act of 1940, as amended (“1940 Act”), is an open-end
management investment company.
As
of October 31, 2025, the Trust consists of thirty-seven (37) series, each of
which represents a separate series of beneficial interest in the Trust. The
Declaration of Trust permits the Board of Trustees of the Trust (the “Board”) to
authorize the issuance of an unlimited number of shares of beneficial interest
with no par value. The financial statements herein relate to the following
series (each, a “Fund” and collectively, the “Funds”) and their respective
wholly-owned subsidiary, if applicable. Each such wholly-owned subsidiary is an
exempted limited company organized under the laws of the Cayman Islands (each, a
"Subsidiary" and collectively the "Subsidiaries"):
| Fund
|
Wholly-owned
Subsidiary |
| SPDR
Galaxy Transformative Tech Accelerators ETF |
N/A
|
| SPDR
Galaxy Digital Asset Ecosystem ETF |
State
Street Digital Asset Ecosystem Cayman Ltd. |
| SPDR
Galaxy Hedged Digital Asset Ecosystem ETF |
State
Street Hedged Digital Asset Ecosystem Cayman Ltd.
|
The
Funds were formed on September 9, 2024 and commenced operations on September 10,
2024. Each Fund is classified as a non-diversified investment company under the
1940 Act.
Under
the Trust’s organizational documents, its officers and Trustees are indemnified
against certain liabilities arising out of the performance of their duties to
the Trust. Additionally, in the normal course of business, the Trust enters into
contracts with service providers that contain general indemnification clauses.
The Trust’s maximum exposure under these arrangements is unknown as this would
involve future claims that may be made against the Trust that have not yet
occurred.
2. Segment
Reporting
Each
Fund has one reportable segment. Business activities are managed on a
consolidated basis and revenues are derived primarily through each Fund’s
investments in accordance with its investment objective. Each Fund’s chief
operating decision maker (“CODM”) is the President of the Trust. The CODM
assesses performance based on a Fund’s Total Return as reported in the Financial
Highlights, and the same accounting policies are applied as described in the
summary of significant accounting policies. Each Fund’s Total Return is utilized
by the CODM to compare results, including the impact of a Fund’s costs, to a
Fund’s competitors and to a Fund’s benchmark index.
3. Summary
of Significant Accounting Policies
The
following is a summary of significant accounting policies followed by the Trust
in the preparation of its financial statements:
The
preparation of financial statements in accordance with U.S. generally accepted
accounting principles (“U.S. GAAP”) requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates. The Fund is an
investment company under U.S. GAAP and follows the accounting and reporting
guidance applicable to investment companies.
The
SPDR Galaxy Digital Asset Ecosystem ETF and SPDR Galaxy Hedged Digital Asset
Ecosystem ETF consolidate their investments in the Subsidiaries. All material
intercompany balances and transactions have been eliminated.
Security
Valuation
Each
Fund's investments are valued at fair value each day that the New York Stock
Exchange (“NYSE”) is open and, for financial reporting purposes, as of the
report date should the reporting period end on a day that the NYSE is not open.
Fair value is generally defined as the price a fund would receive to sell an
asset or pay to transfer a liability in an orderly transaction between market
participants at the measurement date. By its nature, a fair value price is a
good faith estimate of the valuation in a current sale and may not reflect an
actual market price. The investments of each Fund are valued pursuant to
the policy and procedures developed by the Oversight Committee (the “Committee”)
and approved by the Board. The Committee provides oversight of the valuation
of
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
investments
for the Funds. The Board has responsibility for overseeing the determination of
the fair value of investments.
Valuation
techniques used to value each Fund’s investments by major category are as
follows:
• Equity
investments traded on a recognized securities exchange for which market
quotations are readily available are valued at the last sale price or official
closing price, as applicable, on the primary market or exchange on which they
trade. Equity investments traded on a recognized exchange for which there were
no sales on that day are valued at the last published sale price or at fair
value.
• Investments
in registered investment companies (including money market funds) or other
unitized pooled investment vehicles that are not traded on an exchange are
valued at that day’s published net asset value (“NAV”) per share or unit.
• Rights
and warrants are valued at the last reported sale price obtained from
independent pricing services or brokers on the valuation date. If no price is
obtained from pricing services or brokers, valuation will be based upon the
intrinsic value, pursuant to the valuation policy and procedures approved by the
Board.
• Exchange-traded
futures contracts are valued at the closing settlement price on the primary
market on which they are traded most extensively. Exchange-traded futures
contracts traded on a recognized exchange for which there were no sales on that
day are valued at the last reported sale price obtained from independent pricing
services or brokers or at fair value.
• Options
are priced at their last sale price on the principal market on which they are
traded on the valuation date. If there were no sales on that day, options are
valued at either the last reported sale or official closing price on their
primary exchange determined in accordance with the valuation policy and
procedures approved by the Board.
In
the event prices or quotations are not readily available or that the application
of these valuation methods results in a price for an investment that is deemed
to be not representative of the fair value of such investment, fair value will
be determined in good faith by the Committee, in accordance with the valuation
policy and procedures approved by the Board.
Various
inputs are used in determining the value of the Funds' investments.
The
Funds value their assets and liabilities at fair value using a fair value
hierarchy consisting of three broad levels that prioritize the inputs to
valuation techniques giving the highest priority to readily available unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1
measurements) and the lowest priority to unobservable inputs (Level 3
measurements) when market prices are not readily available or reliable. The
categorization of a value determined for an investment within the hierarchy is
based upon the pricing transparency of the investment and is not necessarily an
indication of the risk associated with investing in it.
The
three levels of the fair value hierarchy are as follows:
• Level
1 – Unadjusted quoted prices in active markets for an identical asset or
liability;
• Level
2 – Inputs other than quoted prices included within Level 1 that are observable
for the asset or liability either directly or indirectly, including quoted
prices for similar assets or liabilities in active markets, quoted prices for
identical or similar assets or liabilities in markets that are not considered to
be active, inputs other than quoted prices that are observable for the asset or
liability (such as exchange rates, financing terms, interest rates, yield
curves, volatilities, prepayment speeds, loss severities, credit risks and
default rates) or other market-corroborated inputs; and
• Level
3 – Unobservable inputs for the asset or liability, including the Committee’s
assumptions used in determining the fair value of investments.
The
value of each Fund’s investments according to the fair value hierarchy as of
October 31, 2025, is disclosed in each Fund’s respective (Consolidated) Schedule
of Investments.
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Investment
Transactions and Income Recognition
Investment
transactions are accounted for on trade date for financial reporting purposes.
Realized gains and losses from the sale or disposition of investments and
foreign exchange transactions, if any, are determined using the identified cost
method.
Dividend
income and capital gain distributions, if any, are recognized on the ex-dividend
date, or when the information becomes available, net of any foreign taxes
withheld at source, if any. Interest income is recorded daily on an accrual
basis. All premiums and discounts are amortized/accreted for financial reporting
purposes.
Non-cash
dividends received in the form of stock, are recorded as dividend income at fair
value. Distributions received by the Fund may include a return of capital that
is estimated by management. Such amounts are recorded as a reduction of the cost
of investments or reclassified to capital gains.
Expenses
Certain
expenses, which are directly identifiable to a specific Fund, are applied to
that Fund within the Trust. Other expenses which cannot be attributed to a
specific Fund are allocated in such a manner as deemed equitable, taking
into consideration the nature and type of expense and the relative net assets of
the Fund within the Trust.
Class specific expenses are borne by each class.
Foreign
Currency Translation
The
accounting records of the Funds are maintained in U.S. dollars. Foreign
currencies as well as investment securities and other assets and liabilities
denominated in a foreign currency are translated to U.S. dollars using exchange
rates at period end. Purchases and sales of securities, income receipts and
expense payments denominated in foreign currencies are translated into U.S.
dollars at the prevailing exchange rate on the respective dates of the
transactions.
The
effects of exchange rate fluctuations on investments are included with the net
realized and unrealized gain (loss) on investment securities. Other foreign
currency transactions resulting in realized and unrealized gain (loss) are
disclosed separately.
Equalization
The
Funds follow the accounting practice known as “Equalization” by which a portion
of the proceeds from sales and costs of reacquiring Fund shares, equivalent on a
per share basis to the amount of distributable net investment income on the date
of the transaction, is credited or charged to undistributed net investment
income. As a result, undistributed net investment income per share is unaffected
by sales or reacquisition of Fund shares. Amounts related to Equalization can be
found on the Statements of Changes in Net
Assets.
Distributions
Distributions
from net investment income, if any, are declared and paid annually. Net realized
capital gains, if any, are distributed annually, unless additional distributions
are required for compliance with applicable tax regulations. The amount and
character of income and capital gains to be distributed are determined in
accordance with applicable tax regulations which may differ from net investment
income and realized gains recognized for U.S. GAAP purposes.
4. Derivative
Financial Instruments
Risks
associated with Derivatives
Derivative
financial instruments involve to varying degrees, elements of credit, market
and/or interest rate risk in excess of the amounts reported in the Statement of
Assets and Liabilities. Such risks involve the possibility that there will be no
liquid market for these agreements, that the counterparty to the agreements may
default on its obligation to perform or disagree as to the meaning of the
contractual terms in the agreements, and that there may be unfavorable changes
in interest rates and/or market values associated with these transactions.
Derivative
transactions can create investment leverage and may be highly volatile. Use of
derivatives other than for hedging purposes may be considered speculative. When
a Fund invests in a derivative instrument, the future exposure is potentially
unlimited. The value of a derivative instrument will depend on the ability and
the willingness of a Fund’s derivative counterparty to perform its obligations
under the transaction. A liquid secondary market may
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
not
always exist for a Fund's derivative positions at any time and may impact the
Fund's ability to establish fair market value of a derivative transaction and
close out derivative positions. Although the use of derivatives is intended to
complement a Fund's performance, it may instead reduce returns and increase
volatility. The measurement of the risks associated with derivative instruments
is meaningful only when all related and offsetting transactions are considered.
A Fund must set aside liquid assets or engage in other appropriate measures to
cover its obligations under these derivative instruments.
Options
Contracts
The
Funds may purchase and write (sell) call and put options on futures. Options on
futures give the holder the right, in return for the premium paid, to assume a
long position (call) or short position (put) in a futures contract at a
specified exercise price upon expiration of, or at any time during the period
of, the option. Upon exercise of a call option, the holder acquires a long
position in the futures contract and the writer is assigned the opposite short
position. In the case of a put option, the opposite is true. The Fund is
required to make a good faith margin deposit in cash or U.S. government
securities (or other eligible collateral) with a broker or custodian to
initiate and maintain open positions in futures contracts. A margin deposit
is intended to assure completion of the contract (delivery or acceptance of the
underlying commodity or payment of the cash settlement amount) if it is not
terminated prior to the specified delivery date. Brokers may establish
deposit requirements which are higher than the exchange minimums. Futures
contracts are customarily purchased and sold on margin deposits which may
range upward from less than 5% of the value of the contract being
traded.
The
Funds may purchase and sell put and call options. Such options may relate to
particular securities and may or may not be listed on a national securities
exchange and issued by the Options Clearing Corporation Options trading is
a highly specialized activity that entails greater than ordinary investment
risk. Options on particular securities may be more volatile than the
underlying securities, and therefore, on a percentage basis, an investment
in options may be subject to greater fluctuation than an investment in the
underlying securities themselves.
The
following tables summarize the value of the Funds' derivative instruments as of
October 31, 2025, and the related location in the accompanying Statements of
Assets and Liabilities and Statements of Operations, presented by primary
underlying risk exposure:
|
|
Asset Derivatives |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Galaxy Hedged Digital Asset Ecosystem ETF (Consolidated) |
|
|
|
|
|
|
|
|
|
|
|
|
Purchased Options
|
$—
|
|
$—
|
|
$—
|
|
$1,092,797
|
|
$—
|
|
$1,092,797
|
|
|
Liability Derivatives |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Galaxy Hedged Digital Asset Ecosystem ETF (Consolidated) |
|
|
|
|
|
|
|
|
|
|
|
|
Written Options
|
$—
|
|
$—
|
|
$—
|
|
$1,395,829
|
|
$—
|
|
$1,395,829
|
|
|
Net Realized Gain (Loss) |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Galaxy Hedged Digital Asset Ecosystem ETF (Consolidated) |
|
|
|
|
|
|
|
|
|
|
|
|
Written Options
|
$—
|
|
$—
|
|
$—
|
|
$(5,686,438)
|
|
$—
|
|
$(5,686,438)
|
|
Purchased Options
|
—
|
|
—
|
|
—
|
|
(2,020,888)
|
|
—
|
|
(2,020,888)
|
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
|
|
Net Change in Unrealized Appreciation/Depreciation |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
Galaxy Hedged Digital Asset Ecosystem ETF (Consolidated) |
|
|
|
|
|
|
|
|
|
|
|
|
Written Options
|
$—
|
|
$—
|
|
$—
|
|
$75,767 |
|
$—
|
|
$75,767 |
|
Purchased Options (a)
|
—
|
|
—
|
|
—
|
|
(920,456)
|
|
—
|
|
(920,456)
|
| (a)
|
Statement
of Operations location: Net change in unrealized appreciation/depreciation
on Investments — unaffiliated issuers. |
5. Fees
and Transactions with Affiliates
Advisory
Fee
The
Trust, on behalf of each Fund, has entered into an Investment Advisory Agreement
with SSGA FM. For its advisory services to the Funds, facilities furnished and
expenses borne by the Adviser, each Fund pays the Adviser a fee
(“Management/Advisory fee”) accrued daily and paid monthly, based on a
percentage of each Fund’s average daily net assets as shown in the following
table:
|
|
Annual
Rate |
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
0.65%
|
|
SPDR Galaxy Digital Asset Ecosystem ETF
(Consolidated)
|
0.65
|
|
SPDR Galaxy Hedged Digital Asset Ecosystem ETF
(Consolidated)
|
0.90*
|
| *
|
The
Advisory fees were reduced for the SPDR Galaxy Hedged Digital Asset
Ecosystem ETF by the acquired fund fees and expenses for the year ended
October, 31, 2025, the net annualized advisory fee was 0.87%.
|
With
respect to each Fund, the Management fee is reduced by the acquired fund fees
and expenses attributable to the Fund's investments in other investment
companies (except acquired fund fees and expenses associated with holdings of
acquired funds for cash management purposes).
From
time to time, the Adviser may waive all or a portion of its management fee. The
Adviser pays all expenses of the Fund other than the management fee, acquired
fund fees and expenses associated with holdings of acquired funds for cash
management purposes, brokerage expenses, taxes, interest, fees and expenses of
the Independent Trustees (including any Trustee’s counsel fees), litigation
expenses and other extraordinary expenses.
Galaxy Digital
Capital Management LP receives fees for its services as the Sub-Adviser to the Funds from the Adviser.
Administrator, Custodian,
Fund Accountant and Sub-Administrator
SSGA
FM serves as administrator and State Street Bank and Trust Company (“State
Street”), an affiliate of the Adviser, serves as custodian, sub-administrator
and transfer agent. State Street receives fees for its services as custodian,
sub-administrator and transfer agent from the Adviser.
Distributor
State
Street Global Advisors Funds Distributors, LLC (“SSGA FD” or the “Distributor”),
an affiliate of the Adviser, serves as the distributor of the Trust.
Other
Transactions with Affiliates
The
Funds may invest in affiliated entities, including securities issued by State
Street Corporation, affiliated funds, or entities deemed to be affiliates as a
result of the Funds owning more than five percent of the entity’s voting
securities or outstanding shares. Amounts relating to these transactions during
the year ended October 31, 2025, are disclosed in the (Consolidated) Schedules
of Investments.
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
6. Trustees’
Fees
The
fees and expenses of the Independent Trustees are paid directly by the Funds.
The Independent Trustees are reimbursed for travel and other out-of-pocket
expenses in connection with meeting attendance and industry seminars.
7. Investment
Transactions
Purchases
and sales of investments (excluding in-kind transactions, derivative contracts
and short term investments) for the year ended October 31, 2025 were as
follows:
|
|
Other Securities |
|
|
Purchases
|
|
Sales
|
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
$4,785,650 |
|
$4,370,699 |
|
SPDR Galaxy Digital Asset Ecosystem ETF
(Consolidated)
|
14,713,620
|
|
10,953,138
|
|
SPDR Galaxy Hedged Digital Asset Ecosystem ETF
(Consolidated)
|
144,454,114
|
|
130,680,474
|
For
the year ended October 31, 2025, the following Funds had in-kind contributions,
redemptions and net realized gains/losses in the amounts as follows:
|
|
In-kind
Contributions
|
|
In-kind
Redemptions
|
|
In-kind
Net
Realized
Gains/(Losses) |
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
$1,542,498
|
|
$5,471,319 |
|
$109,739 |
|
SPDR Galaxy Digital Asset Ecosystem ETF
(Consolidated)
|
4,111,643
|
|
5,544,210
|
|
3,047,507
|
|
SPDR Galaxy Hedged Digital Asset Ecosystem ETF
(Consolidated)
|
7,469,395
|
|
86,876,656
|
|
18,456,913
|
8. Shareholder
Transactions
Each
Fund issues and redeems its shares, at NAV, by each Fund only in aggregations of
a specified number of shares or multiples thereof (“Creation Units”). Except
when aggregated in Creation Units, shares of each Fund are not redeemable.
Transactions in capital shares for each Fund are disclosed in detail in the
Statements of Changes in Net Assets.
The
consideration for the purchase of Creation Units of each Fund may consist of the
in-kind deposit of a designated portfolio of securities and a specified amount
of cash. Investors purchasing and redeeming Creation Units may pay a purchase
transaction fee and a redemption transaction fee directly to the Trust and/or
custodian, to offset transfer and other transaction costs associated with the
issuance and redemption of Creation Units, including Creation Units for cash. An
additional variable fee may be charged for certain transactions. Such variable
charges, if any, are included in “Other Capital” on the Statements of Changes in
Net Assets.
9. Income
Tax Information
The
Funds have qualified and intend to continue to qualify as regulated investment
companies under Subchapter M of the Internal Revenue Code 1986, as amended. The
Funds will not be subject to federal income taxes to the extent they distribute
their taxable income, including any net realized capital gains, for each fiscal
year. Therefore, no provision for federal income tax is required.
The
Funds file federal and various state and local tax returns as required. No
income tax returns are currently under examination. Generally, the federal
returns are subject to examination by the Internal Revenue Service for a period
of three years from date of filing, while state returns may remain open for an
additional year depending upon jurisdiction.
Distributions
to shareholders are recorded on ex-dividend date. Income dividends and gain
distributions are determined in accordance with income tax rules and
regulations, which may differ from generally accepted accounting
principles.
Certain
capital accounts in the financial statements have been adjusted for permanent
book-tax differences. These adjustments have no impact on net asset values or
results of operations. Temporary book-tax differences will reverse in the
future. These book-tax differences are primarily due to wash sales, straddles,
currency gains and
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
losses,
in-kind transactions, passive foreign investment companies, and income and/or
gains derived from the Cayman subsidiary.
SPDR
Galaxy Digital Asset Ecosystem ETF and SPDR Galaxy Hedged Digital Asset
Ecosystem ETF gain exposure to spot crypto assets and crypto asset futures by
investing in their respective wholly-owned Subsidiary. Each Subsidiary is
classified as a controlled foreign corporation under Subchapter N of the
Internal Revenue Code. As a U.S. shareholder of a controlled foreign
corporation, SPDR Galaxy Digital Asset Ecosystem ETF and SPDR Galaxy Hedged
Digital Asset Ecosystem ETF will include in its taxable income its share of its
wholly-owned Subsidiary’s income and capital gains, to the extent of its
earnings and profits. Net investment losses of each Subsidiary cannot be
deducted by each Fund in the current period nor carried forward to offset
taxable income in future periods.
The
tax character of distributions paid during the year ended October 31, 2025, was
as follows:
|
|
Ordinary
Income
|
|
Long-Term
Capital
Gains |
|
Total
|
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
$193,989 |
|
$—
|
|
$193,989 |
|
SPDR Galaxy Digital Asset Ecosystem ETF
(Consolidated)
|
144,765
|
|
—
|
|
144,765
|
|
SPDR Galaxy Hedged Digital Asset Ecosystem ETF
(Consolidated)
|
3,283,652
|
|
—
|
|
3,283,652
|
At
October 31, 2025, the components of distributable earnings on a tax basis were
as follows:
|
|
Undistributed
Ordinary
Income |
|
Capital
Loss
Carryforwards |
|
Undistributed
Long-Term
Capital
Gains |
|
Net
Unrealized
Gains (Losses) |
|
Total
|
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
$7,715 |
|
$—
|
|
$—
|
|
$547,588 |
|
$555,303 |
|
SPDR Galaxy Digital Asset Ecosystem ETF
(Consolidated)
|
152,350
|
|
—
|
|
—
|
|
4,648,986
|
|
4,801,336
|
|
SPDR Galaxy Hedged Digital Asset Ecosystem ETF
(Consolidated)
|
—
|
|
—
|
|
—
|
|
19,971,838
|
|
19,971,838
|
As
of October 31, 2025, gross unrealized appreciation and gross unrealized
depreciation of investments and other financial instruments based on cost for
federal income tax purposes were as follows:
|
|
Tax
Cost
|
|
Gross
Unrealized
Appreciation
|
|
Gross
Unrealized
Depreciation
|
|
Net
Unrealized
Appreciation
(Depreciation) |
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
$2,121,599 |
|
$616,413 |
|
$68,846 |
|
$547,567 |
|
SPDR Galaxy Digital Asset Ecosystem ETF
(Consolidated)
|
11,349,472
|
|
4,907,591
|
|
258,605
|
|
4,648,986
|
|
SPDR Galaxy Hedged Digital Asset Ecosystem ETF
(Consolidated)
|
76,006,228
|
|
22,136,202
|
|
2,164,364
|
|
19,971,838
|
10. Risks
Market
Risk
Each
Fund's investments are subject to changes in general economic conditions, and
general market fluctuations and the risks inherent in investment in
securities markets. Investment markets can be volatile and prices
of investments can change substantially due to various factors including,
but not limited to, economic growth or recession, changes in interest
rates, changes in the actual or perceived creditworthiness of issuers, and
general market liquidity. Each Fund is subject to the risk that
geopolitical events will disrupt securities markets and adversely affect
global economies and markets. Local, regional or global events such as war, acts
of terrorism, the spread of infectious illness, such as COVID-19, or other
public health issues, or other events could have a significant impact on
the Fund and its investments.
SSGA
ACTIVE TRUST
CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Equity
Investing Risk
The
market prices of equity securities owned by a Fund may go up or down, sometimes
rapidly or unpredictably. The value of a security may decline for a number of
reasons that may directly relate to the issuer and also may decline due to
general industry or market conditions that are not specifically related to a
particular company. In addition, equity markets tend to move in cycles, which
may cause stock prices to fall over short or extended periods of time.
Digital
Asset Ecosystem Companies Risk
Digital
Asset Ecosystem Companies may use digital asset technologies or may provide
products or services involved in the operation of the technology. The technology
relating to digital assets, including blockchain and crypto assets, is new and
developing and the risks associated with digital assets may not fully emerge
until the technology is widely used. There is no assurance that widespread
adoption of blockchain technology and crypto assets will occur, and the
development and acceptance of competing platforms or technologies may cause
consumers or investors to use an alternative to blockchain technology or crypto
assets, which could have an adverse impact on the Digital Asset Ecosystem and a
fund. Because the stock prices of these companies and the prices of crypto
assets can be highly correlated, the success of a fund’s strategy may be limited
given that the operations of companies in the blockchain and crypto asset
industries are expected to be significantly affected by the overall sentiment
related to, and the use of and investment in, blockchain technology and crypto
assets. Certain features of digital asset technologies, such as
decentralization, open source protocol, and reliance on peer-to-peer
connectivity, may increase the risk of fraud or cyber-attack. Restrictions
imposed by governments on crypto asset-related activities may adversely impact
blockchain companies and, in turn, a fund. Digital Asset Ecosystem companies may
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, and may be adversely affected by loss or impairment of those
rights, which may also reduce confidence in the viability of a digital asset.
Because digital asset platforms, including crypto asset trading platforms, may
operate across many national boundaries and regulatory jurisdictions, it is
possible that they may be subject to widespread and inconsistent regulation. A
significant disruption of internet connectivity affecting large numbers of users
could impede the functionality of these technologies and adversely affect
Digital Asset Ecosystem companies. In addition, these companies could be
negatively impacted by disruptions in service caused by hardware or software
failure, or by interruptions or delays in service by third-party data center
hosting facilities and maintenance providers. Digital asset systems built using
third party products may be subject to technical defects or vulnerabilities
beyond a company’s control. Digital Asset Ecosystem companies are subject to
more volatility than companies that do not rely as heavily on such technology.
In addition, Digital Asset Ecosystem companies may be smaller, less-seasoned
companies that may be more volatile than the overall market. These companies may
engage in other lines of business unrelated to these activities and these lines
of business could adversely affect their operating results. Digital Asset
Ecosystem companies may also be impacted by the risks associated with crypto
asset and crypto asset markets generally, as discussed in the Crypto Asset Risk
discussion herein.
Transformative
Tech Accelerator Companies Risk
Transformative
Tech Accelerators are engaged in emerging industries and/or new technologies
that may be unproven. Transformative Tech Accelerators are vulnerable to rapid
changes in product cycles, and may have limited product lines, markets,
financial resources or personnel.
Transformative
Tech Accelerators typically face intense competition and potentially rapid
product and service obsolescence. These companies also may 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, and may be adversely affected by loss or impairment of those
rights. Transformative Tech Accelerators may 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.
Additionally, these companies are subject to government regulations that may
impact their profitability. Companies that rely heavily on technology tend to be
more volatile than the overall market and are subject to additional risks
specific to their industries. Transformative Tech Accelerators are also
potential targets for cyber attacks, which may have a materially adverse impact
on the performance of these companies.
Counterparty
Risk
Each
Fund will be subject to credit risk with respect to the counterparties with
which a Fund enters into derivatives instruments, as well as other transactions.
If a counterparty fails to meet its contractual obligations, a Fund may be
unable to terminate or realize any gain on the investment or transaction, or to
recover collateral posted to the counterparty, resulting in a loss to the Fund.
If a Fund holds collateral posted by its counterparty, it may be
delayed
SSGA
ACTIVE TRUST
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Shareholders of SPDR Galaxy Transformative Tech Accelerators ETF, SPDR
Galaxy Digital Asset Ecosystem ETF and SPDR Galaxy Hedged Digital Asset
Ecosystem ETF and the Board of Trustees of SSGA Active Trust
Opinion
on the Financial Statements
We
have audited the accompanying consolidated statements of assets and liabilities
of SPDR Galaxy Digital Asset Ecosystem ETF and SPDR Galaxy Hedged Digital Asset
Ecosystem ETF (two of the funds constituting SSGA Active Trust (the “Trust”)),
including the consolidated schedules of investments, as of October 31, 2025, and
the related consolidated statements of operations for the year then ended, the
consolidated statements of changes in net assets and the consolidated financial
highlights for the year then ended and the period from September 10, 2024
(commencement of operations) through October 31, 2024 and the related notes
(collectively referred to as the “consolidated financial statements”). We have
also audited the accompanying statement of assets and liabilities of SPDR Galaxy
Transformative Tech Accelerators ETF (collectively, together with SPDR Galaxy
Digital Asset Ecosystem ETF and SPDR Galaxy Hedged Digital Asset Ecosystem ETF,
referred to as the “Funds”) (three of the funds constituting the Trust),
including the schedule of investments, as of October 31, 2025, and the related
statement of operations for the year then ended, the statements of changes in
net assets and the financial highlights for the year then ended and the period
from September 10, 2024 (commencement of operations) through October 31, 2024
and the related notes (collectively, together with the consolidated financial
statements, referred to as the “financial statements”). In our opinion, the
financial statements present fairly, in all material respects, the financial
position, or the consolidated financial position, of each of the Funds (three of
the funds constituting SSGA Active Trust) at October 31, 2025, and the results,
or the consolidated results, of their operations for the year then ended, the
changes or the consolidated changes in their net assets and their financial
highlights or their consolidated financial highlights for the year ended and the
period from September 10, 2024 (commencement of operations) through October 31,
2024, in conformity with U.S. generally accepted accounting principles.
Basis
for Opinion
These
financial statements are the responsibility of the Trust’s management. Our
responsibility is to express an opinion on the Funds’ financial statements based
on our audits. We are a public accounting firm registered with the Public
Company Accounting Oversight Board (United States) (“PCAOB”) and are required to
be independent with respect to the Trust in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. The Trust is not required to have,
nor were we engaged to perform, an audit of the Trust’s internal control over
financial reporting. As part of our audits, we are required to obtain an
understanding of internal control over financial reporting but not for the
purpose of expressing an opinion on the effectiveness of the Trust’s internal
control over financial reporting. Accordingly, we express no such opinion.
Our
audits included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of October 31, 2025, by correspondence with the custodian, brokers and
others; when replies were not received from brokers and others, we performed
other auditing procedures. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. We believe that
our audits provide a reasonable basis for our opinion.
We
have served as the auditor of one or more State Street Investment Management
(formerly, State Street Global Advisors) investment companies since
2000.
Boston,
Massachusetts
December
22, 2025
SSGA
ACTIVE TRUST
OTHER
INFORMATION
October
31, 2025 (Unaudited)
Tax
Information
For
federal income tax purposes, the following information is furnished with respect
to the distributions of the Fund for its fiscal year ended October 31,
2025.
Dividends
Received Deduction
Each
Fund reports the maximum amount allowable of its net taxable income as eligible
for the corporate dividends received deduction.
Qualified
Dividend Income
A
portion of dividends distributed by the Funds during the fiscal year ended
October 31, 2025, is considered qualified dividend income and is eligible for
reduced tax rates. Each Fund reports the maximum amount allowable of its net
taxable income as qualified dividend income as provided in the Jobs and Growth
Tax Relief Reconciliation Act of 2003.
Qualified
Business Income Deduction
Each
Fund reports the maximum amount allowable of qualified REIT dividends eligible
for the qualified business income deduction under Section 199A.
Long
Term Capital Gain Distributions
Long-term
capital gains dividends were paid from the following Funds during the fiscal
year ended October 31, 2025:
|
|
Amount
|
|
SPDR Galaxy Transformative Tech
Accelerators ETF
|
$99,526
|
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS
October
31, 2025
1. Organization
SSGA
Active Trust (the “Trust”), a Massachusetts business trust, registered under the
Investment Company Act of 1940, as amended (“1940 Act”), is an open-end
management investment company.
As
of October 31, 2025, the Trust consists of thirty-seven (37) series, each of
which represents a separate series of beneficial interest in the Trust. The
Declaration of Trust permits the Board of Trustees of the Trust (the “Board”) to
authorize the issuance of an unlimited number of shares of beneficial interest
at $0.01 par value. The financial statements herein relate to the SPDR SSGA IG
Public & Private Credit ETF (formerly SPDR SSGA Apollo IG Public &
Private Credit ETF) and State Street Short Duration IG Public & Private
Credit ETF (each a "Fund" and collectively the "Funds"). SPDR SSGA IG
Public & Private Credit ETF was formed on February 26, 2025 and commenced
operations on February 27, 2025, and State Street Short Duration IG Public &
Private Credit ETF was formed on September 09, 2025 and commenced operations on
September 10, 2025. Each Fund is classified as a non-diversified investment
company under the 1940 Act.
Under
the Trust’s organizational documents, its officers and Trustees are indemnified
against certain liabilities arising out of the performance of their duties to
the Trust. Additionally, in the normal course of business, the Trust enters into
contracts with service providers that contain general indemnification clauses.
The Trust’s maximum exposure under these arrangements is unknown as this would
involve future claims that may be made against the Trust that have not yet
occurred.
2. Segment
Reporting
Each
Fund has one reportable segment. Business activities are managed on a
consolidated basis and revenues are derived primarily through each Fund's
investments in accordance with its investment objective. Each Fund's chief
operating decision maker (“CODM”) is the President of the Trust. The CODM
assesses performance based on a Fund's Total Return as reported in the Financial
Highlights, and the same accounting policies are applied as described in the
summary of significant accounting policies. Each Fund's Total Return is utilized
by the CODM to compare results, including the impact of a Fund's costs, to a
Fund's competitors and to a Fund's benchmark index.
3. Summary
of Significant Accounting Policies
The
following is a summary of significant accounting policies followed by the Trust
in the preparation of its financial statements:
The
preparation of financial statements in accordance with U.S. generally accepted
accounting principles (“U.S. GAAP”) requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates. The Fund is an
investment company under U.S. GAAP and follows the accounting and reporting
guidance applicable to investment companies.
Security
Valuation
Each
Fund's investments are valued at fair value each day that the New York Stock
Exchange (“NYSE”) is open and, for financial reporting purposes, as of the
report date should the reporting period end on a day that the NYSE is not open.
Fair value is generally defined as the price a Fund would receive to sell an
asset or pay to transfer a liability in an orderly transaction between market
participants at the measurement date. By its nature, a fair value price is a
good faith estimate of the valuation in a current sale and may not reflect an
actual market price. The investments of each Fund are valued pursuant to the
policy and procedures developed by the Oversight Committee (the “Committee”) and
approved by the Board. The Committee provides oversight of the valuation of
investments for the Fund. The Board has responsibility for overseeing the
determination of the fair value of investments.
Valuation
techniques used to value each Fund's investments by major category are as
follows:
• Investments
in registered investment companies (including money market funds) or other
unitized pooled investment vehicles that are not traded on an exchange are
valued at that day’s published net asset value (“NAV”) per share or unit.
• Government
and municipal fixed income securities are generally valued using quotations from
independent pricing services or brokers. Certain government inflation-indexed
securities may require a calculated fair valuation as the cumulative inflation
is contained within the price provided by the pricing service or broker. For
these securities, the inflation component of the price is “cleaned” from the
pricing service or broker price utilizing
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS (continued)
October
31, 2025
the
published inflation factors in order to ensure proper accrual of income.
• Debt
obligations (including short-term investments and convertible debt securities)
are valued using quotations from independent pricing services or brokers or are
generally valued at the last reported evaluated prices.
• Exchange-traded
futures contracts are valued at the closing settlement price on the primary
market on which they are traded most extensively. Exchange-traded futures
contracts traded on a recognized exchange for which there were no sales on that
day are valued at the last reported sale price obtained from independent pricing
services or brokers or at fair value.
• Forward
foreign currency exchange contracts are valued based on that day’s prevailing
forward exchange rate for the underlying currencies. The rates are obtained from
independent pricing services in accordance with the valuation policy and
procedures approved by the Board.
In
the event prices or quotations are not readily available or that the application
of these valuation methods results in a price for an investment that is deemed
to be not representative of the fair value of such investment, fair value will
be determined in good faith by the Committee, in accordance with the valuation
policy and procedures approved by the Board.
Various
inputs are used in determining the value of each Fund’s investments.
The
Funds value their assets and liabilities at fair value using a fair value
hierarchy consisting of three broad levels that prioritize the inputs to
valuation techniques giving the highest priority to readily available unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1
measurements) and the lowest priority to unobservable inputs (Level 3
measurements) when market prices are not readily available or reliable. The
categorization of a value determined for an investment within the hierarchy is
based upon the pricing transparency of the investment and is not necessarily an
indication of the risk associated with investing in it.
The
three levels of the fair value hierarchy are as follows:
• Level
1 – Unadjusted quoted prices in active markets for an identical asset or
liability;
• Level
2 – Inputs other than quoted prices included within Level 1 that are observable
for the asset or liability either directly or indirectly, including quoted
prices for similar assets or liabilities in active markets, quoted prices for
identical or similar assets or liabilities in markets that are not considered to
be active, inputs other than quoted prices that are observable for the asset or
liability (such as exchange rates, financing terms, interest rates, yield
curves, volatilities, prepayment speeds, loss severities, credit risks and
default rates) or other market-corroborated inputs; and
• Level
3 – Unobservable inputs for the asset or liability, including the Committee’s
assumptions used in determining the fair value of investments.
The
value of each Fund's investments according to the fair value hierarchy as of
October 31, 2025 is disclosed in each Fund's Schedule of Investments.
Investment
Transactions and Income Recognition
Investment
transactions are accounted for on trade date for financial reporting purposes.
Realized gains and losses from the sale or disposition of investments and
foreign exchange transactions, if any, are determined using the identified cost
method.
Dividend
income and capital gain distributions, if any, are recognized on the ex-dividend
date, or when the information becomes available, net of any foreign taxes
withheld at source, if any. Interest income is recorded daily on an accrual
basis. All premiums and discounts are amortized/accreted for financial reporting
purposes.
Non-cash
dividends received in the form of stock, are recorded as dividend income at fair
value. Distributions received by the Fund may include a return of capital that
is estimated by management. Such amounts are recorded as a reduction of the cost
of investments or reclassified to capital gains.
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Expenses
Certain
expenses, which are directly identifiable to a specific Funds, are applied to
that Funds within the Trust. Other expenses which cannot be attributed to a
specific Funds are allocated in such a manner as deemed equitable, taking
into consideration the nature and type of expense and the relative net assets of
the Funds within the Trust.
Class specific expenses are borne by each class.
Foreign
Currency Translation
The
accounting records of the Funds are maintained in U.S. dollars. Foreign
currencies as well as investment securities and other assets and liabilities
denominated in a foreign currency are translated to U.S. dollars using exchange
rates at period end. Purchases and sales of securities, income receipts and
expense payments denominated in foreign currencies are translated into U.S.
dollars at the prevailing exchange rate on the respective dates of the
transactions.
The
effects of exchange rate fluctuations on investments are included with the net
realized and unrealized gain (loss) on investment securities. Other foreign
currency transactions resulting in realized and unrealized gain (loss) are
disclosed separately.
Foreign
Taxes
The
Funds may be subject to foreign taxes (a portion of which may be reclaimable) on
income, stock dividends, realized and unrealized capital gains on investments or
certain foreign currency transactions. Foreign taxes are recorded in accordance
with SSGA Funds Management, Inc.'s (the “Adviser” or “SSGA FM”) understanding of
the applicable foreign tax regulations and rates that exist in the foreign
jurisdictions in which the Funds invest. These foreign taxes, if any, are paid
by the Fund and are reflected in the Statements of Operations, if applicable.
Foreign taxes payable or deferred as of October 31, 2025, if any, are disclosed
in the Funds' Statements of Assets and Liabilities.
Equalization
The
Funds in the Trust follows the accounting practice known as “Equalization”
by which a portion of the proceeds from sales and costs of reacquiring Fund
shares, equivalent on a per share basis to the amount of distributable net
investment income on the date of the transaction, is credited or charged to
undistributed net investment income. As a result, undistributed net investment
income per share is unaffected by sales or reacquisition of Fund shares. Amounts
related to Equalization can be found on the Statements of Changes in Net
Assets.
Distributions
Distributions
from net investment income, if any, are declared and paid annually. Net realized
capital gains, if any, are distributed annually, unless additional distributions
are required for compliance with applicable tax regulations. The amount and
character of income and capital gains to be distributed are determined in
accordance with applicable tax regulations which may differ from net investment
income and realized gains recognized for U.S. GAAP purposes.
4. Derivative
Financial Instruments
Futures
Contracts
The
Funds may enter into futures contracts to meet the Funds' objectives. A
futures contract is a standardized, exchange-traded agreement to buy or sell a
financial instrument at a set price on a future date. Upon entering into a
futures contract, the Fund is required to deposit with the broker, cash or
securities in an amount equal to the minimum initial margin requirements of the
clearing house. Securities deposited, if any, are designated on the Schedule of
Investments and cash deposited, if any, is included in Net cash at broker on the
Statement of Assets and Liabilities. Subsequent payments are made or received by
the Fund equal to the daily change in the contract value, accumulated, exchange
rates, and or other transactional fees. The accumulation of those payments are
recorded as variation margin receivable or payable with a corresponding offset
to unrealized gains or losses. The Fund recognizes a realized gain or loss when
the contract is closed.
Losses
may arise if the value of a futures contract decreases due to unfavorable
changes in the market rates or values of the underlying instrument during the
term of the contract or if the counterparty does not perform under the contract.
The use of futures contracts also involves the risk that the movements in the
price of the futures contracts do not correlate with the movement of the assets
underlying such contracts.
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS (continued)
October
31, 2025
Forward
Foreign Currency Exchange Contracts
The
Funds may engage in forward foreign currency exchange contracts to acquire
exposure to foreign currencies or to hedge the Funds' investments against
currency fluctuations. A forward foreign currency exchange contract is a
commitment to purchase or sell a foreign currency at the settlement date at a
negotiated rate. Non-deliverable forward foreign currency exchange contracts are
settled with the counterparty in cash without the delivery of foreign currency.
The contract is marked-to-market daily and the change in market value is
recorded by the Funds as an unrealized gain or loss. When the contract is
closed, the Funds recognize a realized gain or loss equal to the difference
between the value of the contract at the time it was opened and the value at the
time it was closed.
Certain
risks may arise upon entering into forward foreign currency exchange contracts
from the potential inability of counterparties to meet the terms of their
contracts and are generally limited to the amount of unrealized gains on
appreciated contracts, if any. Additionally, when utilizing forward foreign
currency exchange contracts to hedge, the Funds gives up the opportunity to
profit from favorable exchange rate movements during the term of the
contract.
For
the period ended October 31, 2025, the Funds entered into forward foreign
currency exchange contracts to offset the Funds exposure to the component
currencies.
The
following tables summarize the value of the Fund's derivative instruments as of
October 31, 2025, and the related location in the accompanying Statement of
Assets and Liabilities and Statement of Operations, presented by primary
underlying risk exposure:
|
|
Asset Derivatives |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
SSGA IG Public & Private Credit ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Forward Foreign Currency Exchange Contracts
|
$— |
|
$35,602
|
|
$—
|
|
$— |
|
$—
|
|
$35,602
|
|
Futures Contracts
|
4,774
|
|
—
|
|
—
|
|
—
|
|
—
|
|
4,774
|
| State
Street Short Duration IG Public & Private Credit ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Forward Foreign Currency Exchange Contracts
|
—
|
|
16,680
|
|
—
|
|
—
|
|
—
|
|
16,680
|
|
Futures Contracts
|
—
|
|
—
|
|
—
|
|
2,094
|
|
—
|
|
2,094
|
|
|
Net Realized Gain (Loss) |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
SSGA IG Public & Private Credit ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Forward Foreign Currency Exchange Contracts
|
$— |
|
$72,921
|
|
$—
|
|
$— |
|
$—
|
|
$72,921
|
|
Futures Contracts
|
19,666
|
|
—
|
|
—
|
|
—
|
|
—
|
|
19,666
|
| State
Street Short Duration IG Public & Private Credit ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts
|
—
|
|
—
|
|
—
|
|
1,188
|
|
—
|
|
1,188
|
|
|
Net Change in Unrealized Appreciation/Depreciation |
|
|
Interest
Rate
Risk
|
|
Foreign
Exchange
Risk
|
|
Credit
Risk
|
|
Equity
Risk
|
|
Commodity
Risk
|
|
Total
|
| SPDR
SSGA IG Public & Private Credit ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Forward Foreign Currency Exchange Contracts
|
$— |
|
$35,602
|
|
$—
|
|
$— |
|
$—
|
|
$35,602
|
|
Futures Contracts
|
4,473
|
|
—
|
|
—
|
|
—
|
|
—
|
|
4,473
|
| State
Street Short Duration IG Public & Private Credit ETF |
|
|
|
|
|
|
|
|
|
|
|
|
Forward Foreign Currency Exchange Contracts
|
—
|
|
16,680
|
|
—
|
|
—
|
|
—
|
|
16,680
|
|
Futures Contracts
|
—
|
|
—
|
|
—
|
|
2,091
|
|
—
|
|
2,091
|
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS (continued)
October
31, 2025
5. Fees
and Transactions with Affiliates
Advisory
Fee
The
Trust, on behalf of each Fund, has entered into an Investment Advisory Agreement
with SSGA FM. For its advisory services, each Fund pays the Adviser a fee
(“Management/Advisory fee”) accrued daily and paid monthly, based on a
percentage of each Fund’s average daily net assets as shown in the following
table:
|
|
Annual
Rate |
|
SPDR SSGA IG Public & Private Credit
ETF
|
0.70%
|
|
State Street Short Duration IG Public &
Private Credit ETF
|
0.59
|
From
time to time, the Adviser may waive all or a portion of its management fee. The
Adviser pays all expenses of the Fund other than the management fee, acquired
fund fees and expenses associated with holdings of acquired funds for cash
management purposes, brokerage expenses, taxes, interest, fees and expenses of
the Independent Trustees (including any Trustee’s counsel fees), litigation
expenses, acquired fund fees and expenses and other extraordinary
expenses.
Administrator, Custodian,
Sub-Administrator and Transfer Agent
SSGA
FM serves as administrator and State Street Bank and Trust Company (“State
Street”), an affiliate of the Adviser, serves as custodian, sub-administrator
and transfer agent. State Street receives fees for its services as custodian,
sub-administrator and transfer agent from the Adviser.
Distributor
State
Street Global Advisors Funds Distributors, LLC (“SSGA FD” or the “Distributor”),
an affiliate of the Adviser, serves as the distributor of the Trust.
Other
Transactions with Affiliates
The
Funds may invest in affiliated entities, including securities issued by State
Street Corporation, affiliated funds, or entities deemed to be affiliates as a
result of the Fund owning more than five percent of the entity’s voting
securities or outstanding shares. Amounts relating to these transactions during
the period ended October 31, 2025, are disclosed in the Schedules of
Investments.
During
the fiscal period ended October 31, 2025, the Adviser made a contribution of
$55,171 to the SPDR SSGA IG Public & Private Credit ETF related to a trading
matter.
6. Trustees’
Fees
The
fees and expenses of the Independent Trustees are paid directly by the Funds.
The Independent Trustees are reimbursed for travel and other out-of-pocket
expenses in connection with meeting attendance and industry seminars.
7. Investment
Transactions
Purchases
and sales of investments (excluding in-kind transactions, derivative contracts
and short term investments) for the period ended October 31, 2025 were as
follows:
|
|
U.S. Government Obligations |
|
Other Securities |
|
|
Purchases
|
|
Sales
|
|
Purchases
|
|
Sales
|
|
SPDR SSGA IG Public & Private Credit
ETF
|
$90,158,340
|
|
$20,694,083
|
|
$82,267,064
|
|
$34,081,531
|
|
State Street Short Duration IG Public &
Private Credit ETF
|
9,201,439
|
|
32,386
|
|
15,166,882
|
|
1,111,990
|
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS (continued)
October
31, 2025
For
the period ended October 31, 2025, the following Funds had in-kind
contributions, redemptions and net realized gains/losses in the amounts as
follows:
|
|
In-kind
Contributions
|
|
In-kind
Redemptions
|
|
In-kind
Net
Realized
Gains/(Losses) |
|
SPDR SSGA IG Public & Private Credit
ETF
|
$89,377,190
|
|
$19,708,090
|
|
$197,589
|
8. Income
Tax Information
The
Funds intends to qualify as a regulated investment companies under Subchapter M
of the Internal Revenue Code of 1986, as amended. The Funds will not be subject
to federal income taxes to the extent they distribute their taxable income,
including any net realized capital gains, for each fiscal year. Therefore, no
provision for federal income tax is required.
The
Funds will file federal and various state and local tax returns as required. No
income tax returns are currently under examination. Generally, the federal
returns are subject to examination by the Internal Revenue Service for a period
of three years from date of filing, while the state returns may remain open for
an additional year depending upon jurisdiction.
Distributions
to shareholders are recorded on ex-dividend date. Income dividends and gain
distributions are determined in accordance with income tax rules and
regulations, which may differ from generally accepted accounting
principles.
Certain
capital accounts in the financial statements have been adjusted for permanent
book-tax differences. These adjustments have no impact on net asset values or
results of operations. Temporary book-tax differences will reverse in the
future. These book-tax differences are primarily due to wash sales, straddles,
paydown gains and losses, futures contracts, forward contracts, currency gains
and losses, bond bifurcation,amortization of discount/premium, and in-kind
transactions.
The
tax character of distributions paid during the period ended October 31, 2025 was
as follows:
|
|
Ordinary
Income
|
|
Long-Term
Capital
Gains |
|
Total
|
|
SPDR SSGA IG Public & Private Credit
ETF
|
$2,529,494
|
|
$—
|
|
$2,529,494
|
|
State Street Short Duration IG Public &
Private Credit ETF
|
57,167
|
|
—
|
|
57,167
|
At
October 31, 2025, the components of distributable earnings on a tax basis were
as follows:
|
|
Undistributed
Ordinary
Income |
|
Capital
Loss
Carryforwards |
|
Undistributed
Long-Term
Capital
Gains |
|
Net
Unrealized
Gains (Losses) |
|
Total
|
|
SPDR SSGA IG Public & Private Credit
ETF
|
$393,221
|
|
$—
|
|
$— |
|
$1,766,658
|
|
$2,159,879
|
|
State Street Short Duration IG Public &
Private Credit ETF
|
94,885
|
|
—
|
|
1,968
|
|
(36,927)
|
|
59,926
|
As
of October 31, 2025, gross unrealized appreciation and gross unrealized
depreciation of investments based on cost for federal income tax purposes were
as follows:
|
|
Tax
Cost
|
|
Gross
Unrealized
Appreciation
|
|
Gross
Unrealized
Depreciation
|
|
Net
Unrealized
Appreciation
(Depreciation) |
|
SPDR SSGA IG Public & Private Credit
ETF
|
$195,338,766
|
|
$2,120,159
|
|
$352,966
|
|
$1,767,193
|
|
State Street Short Duration IG Public &
Private Credit ETF
|
24,898,350
|
|
18,923
|
|
55,530
|
|
(36,607)
|
SSGA
ACTIVE TRUST
NOTES
TO FINANCIAL STATEMENTS (continued)
October
31, 2025
9. Risks
Market
Risk
The
Funds' investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, inflation, changes in the actual
or perceived creditworthiness of issuers, and general market liquidity. The
Funds are subject to the risk that geopolitical events will disrupt securities
markets and adversely affect global economies and markets. Local, regional or
global events such as war, military conflicts, acts of terrorism, trade policy
changes or disputes, natural disasters, the spread of infectious illness or
other public health issues, or other events could have a significant impact on
the Funds and their investments.
Debt
Securities Risk
The
values of debt securities may increase or decrease as a result of the following:
market fluctuations, changes in interest rates, actual or perceived inability or
unwillingness of issuers, guarantors or liquidity providers to make scheduled
principal or interest payments, or illiquidity in debt securities markets. To
the extent that interest rates rise, certain underlying obligations may be paid
off substantially slower than originally anticipated and the value of those
securities may fall sharply. A rising interest rate environment may cause the
value of the Funds' fixed income securities to decrease, an adverse impact on
the liquidity of the Funds' fixed income securities, and increased volatility of
the fixed income markets. During periods when interest rates are at low levels,
the Funds' yields can be low, and the Funds may have a negative yield (i.e., it
may lose money on an operating basis). To the extent that interest rates fall,
certain underlying obligations may be paid off substantially faster than
originally anticipated. If the principal on a debt obligation is prepaid before
expected, the prepayments of principal may have to be reinvested in obligations
paying interest at lower rates. During periods of falling interest rates, the
income received by the Funds may decline. Changes in interest rates will likely
have a greater effect on the values of debt securities of longer durations.
Returns on investments in debt securities could trail the returns on other
investment options, including investments in equity securities.
Credit
Risk
Credit
risk is the risk that an issuer or counterparty will fail to pay its obligations
to the Funds when they are due. As a result, the Funds' income might be reduced,
the value of the Funds' investment might fall, and/or the Funds could lose the
entire amount of its investment. Changes in the financial condition of an issuer
or counterparty, changes in specific economic, social or political conditions
that affect a particular type of security or other instrument or an issuer, and
changes in economic, social or political conditions generally can increase the
risk of default by an issuer or counterparty, which can affect a security’s or
other instrument’s credit quality or value and an issuer’s or counterparty’s
ability to pay interest and principal when due. The values of lower-quality debt
securities, including floating rate loans, tend to be particularly sensitive to
these changes. The values of securities also may decline for a number of other
reasons that relate directly to the issuer, such as management performance,
financial leverage and reduced demand for the issuer’s goods and services, as
well as the historical and prospective earnings of the issuer and the value of
its assets.
10. Subsequent
Events
Management
has evaluated the impact of all subsequent events on the Funds through the date
the financial statements were issued and has determined that there were no
subsequent events requiring adjustment or disclosure in the financial
statements.
SSGA
ACTIVE TRUST
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Shareholders of SPDR SSGA IG Public & Private Credit ETF and State
Street Short Duration IG Public & Private Credit ETF and the Board of
Trustees of SSGA Active Trust
Opinion
on the Financial Statements
We
have audited the accompanying statements of assets and liabilities of SPDR SSGA
IG Public & Private Credit ETF and State Street Short Duration IG Public
& Private Credit ETF (collectively referred to as the “Funds”) (two of the
funds constituting SSGA Active Trust (the “Trust”)), including the schedules of
investments, as of October 31, 2025, and the related statements of operations
and changes in net assets, and the financial highlights for each of the periods
indicated in the table below and the related notes (collectively referred to as
the “financial statements”). In our opinion, the financial statements present
fairly, in all material respects, the financial position of each of the Funds
(two of the funds constituting SSGA Active Trust) at October 31, 2025, and the
results of their operations, changes in net assets and financial highlights for
each of the periods indicated in the table below, in conformity with U.S.
generally accepted accounting principles.
Individual
fund constituting
the SSGA Active Trust |
Statements
of operations |
Statements
of changes in net assets |
Financial
highlights |
SPDR
SSGA IG Public &
Private Credit ETF |
For the period from February 27, 2025 (commencement of
operations) through October 31, 2025 |
State
Street Short Duration IG
Public & Private Credit ETF |
For the period from September 10, 2025 (commencement of
operations) through October 31, 2025 |
Basis
for Opinion
These
financial statements are the responsibility of the Trust’s management. Our
responsibility is to express an opinion on the Funds’ financial statements based
on our audits. We are a public accounting firm registered with the Public
Company Accounting Oversight Board (United States) (“PCAOB”) and are required to
be independent with respect to the Trust in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. The Trust is not required to have,
nor were we engaged to perform, an audit of the Trust’s internal control over
financial reporting. As part of our audits, we are required to obtain an
understanding of internal control over financial reporting but not for the
purpose of expressing an opinion on the effectiveness of the Trust’s internal
control over financial reporting. Accordingly, we express no such opinion.
Our
audits included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of October 31, 2025, by correspondence with the custodian, brokers and
others; when replies were not received from brokers and others, we performed
other auditing procedures. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. We believe that
our audits provide a reasonable basis for our opinion.
We
have served as the auditor of one or more State Street Investment Management
(formerly, State Street Global Advisors) investment companies since
2000.
Boston,
Massachusetts
December
22, 2025
SSGA
ACTIVE TRUST
Statement
Regarding Basis for Approval of Investment Advisory Contract
October
31, 2025 (Unaudited)
Board
Considerations Regarding Approval of Investment Advisory Agreements
At
a meeting held on August 13-14, 2025, the Board of Trustees of the Trust (the
“Board”) evaluated a proposal to initially approve the Investment Advisory
Agreement (the “Advisory Agreement” or the “Agreement”) between SSGA Active
Trust and the Adviser with respect to State Street Short Duration IG Public
& Private Credit ETF (the “New ETF”). The Trustees who are not “interested
persons” of the Trusts within the meaning of the Investment Company Act of 1940,
as amended (the “Independent Trustees”), also met separately to consider the
Agreements. The Independent Trustees were advised by their independent legal
counsel throughout the process.
To
evaluate the Advisory Agreement, the Board requested and SSGA FM, the Trust’s
adviser and administrator, and State Street Bank and Trust Company, the Trust’s
sub-administrator, transfer agent and custodian (“State Street”) provided, such
materials as the Board, with the advice of counsel, deemed reasonably necessary.
In deciding whether to approve the Advisory Agreement, the Board considered
various factors, including the nature, extent and quality of services provided
by the Adviser with respect to the SPDR ETFs currently under the Agreement, the
proposed cost of those services in relation to the services to be provided and
in relation to fees charged to comparable funds, other benefits to the Adviser
of its relationship with the New ETF, and extent to which economies of scale
would be shared as the New ETF grows.
Nature,
Extent and Quality of Services
The
Board considered the nature, extent, and quality of services to be provided by
the Adviser. In doing so, the Trustees relied on their prior experience in
overseeing the management of the Trusts and the materials provided prior to and
at the meeting. The Board reviewed the Advisory Agreement and the Adviser’s
responsibilities for managing investment operations of the New ETF in accordance
with the New ETF’s investment objectives and policies, and applicable legal and
regulatory requirements. The Board appreciated the nature of the New ETF as an
exchange-traded fund and the experience and expertise of the Adviser in managing
exchange-traded funds. The Board considered the background and experience of the
Adviser’s senior management, including those individuals responsible for
portfolio management and regulatory compliance of the New ETF. The Board also
considered the portfolio management resources, structures and practices of the
Adviser, including those associated with monitoring and ensuring the New ETF’s
compliance with its investment objectives and policies, and applicable laws and
regulations. The Board also considered the unique nature of certain of the
proposed investments of the New ETF and confirmed the adequacy of compliance,
operational and valuation resources to be dedicated to the New ETF. The Board
further considered information about the Adviser’s best execution procedures and
overall investment management business, noting that the Adviser serves a wide
range of clients across a broad spectrum of asset classes. The Board looked at
the Adviser’s general knowledge of the investment management business and that
of its affiliates, which make up State Street Investment Management (formerly
known as “State Street Global Advisors”), through which the Adviser shares all
of its senior personnel. The Board specifically considered the Adviser’s
experience in managing fixed income exchange-traded funds with index-based
investment objectives, as well as actively managed exchange-traded funds. The
Board also considered the Adviser’s role in overseeing third party service
providers and sub-advisers, as applicable, that would be engaged to fulfill
roles critical to the operations of the New ETF. The Board held a number of
supplemental meetings with the Adviser and such service providers in connection
with their consideration of the Advisory Agreement.
Fees
Charged to Comparable Funds
The
Board evaluated the New ETF’s proposed unitary fee through review of comparative
information with respect to fees paid by similar funds – i.e., exchange-traded
funds tracking similar fixed income indexes. The Board reviewed the universe of
similar exchange-traded funds for the New ETF based upon data independently
obtained from Broadridge Financial Solutions, Inc. (“Broadridge”) noting that
there were no true comparators. In certain instances as considered appropriate
by the Board, the Board explored with management the reasons for the differences
between the New ETF’s fee and fees paid by other funds in the universe of
exchange-traded funds provided by Broadridge.
Other
Benefits
The
Board also considered whether the Adviser or its affiliates benefited in other
ways from its relationship with the Trust, noting that the Adviser does not
currently maintain soft-dollar arrangements in connection with the Trust’s
brokerage transactions.
SSGA
ACTIVE TRUST
Statement
Regarding Basis for Approval of Investment Advisory Contract (continued)
October
31, 2025 (Unaudited)
Economies
of Scale
The
Board reviewed information regarding economies of scale or other efficiencies
that may result as the New ETF’s assets grow in size. The Board noted that the
advisory fee rate for the New ETF does not provide for breakpoints as assets of
the New ETF increase. However, the Board further noted the Adviser’s assertion
that future economies of scale (among several factors) had been taken into
consideration for the New ETF by fixing a relatively low advisory fee,
effectively sharing the benefits of lower fees with the New ETF from the time of
its inception. The Adviser also asserted that one of the benefits of the unitary
fee was to provide an unvarying expense structure, which could be lost or
diluted with the addition of breakpoints. The Board noted that it intends to
continue to monitor fees as the New ETF grows in size and assess whether fee
breakpoints may be warranted.
Conclusion
After
weighing the foregoing factors, none of which was dispositive in itself and may
have been weighed differently by each Trustee, the Board, including the
Independent Trustees voting separately, approved the Advisory Agreement for the
New ETF. In approving the Advisory Agreement, the Board, including the
Independent Trustees voting separately, found that the terms of the Advisory
Agreement are fair and reasonable and that the approval of the Advisory
Agreement is in the best interests of the New ETF and its shareholders. The
Board’s conclusions with respect to the factors were as follows: (a) the nature,
extent and quality of the services expected to be provided by the Adviser with
respect to the New ETF were appropriate; (b) the Adviser’s unitary fee for the
New ETF, considered in relation to the services expected to be provided, and in
relation to the fees charged to comparable funds, was reasonable; and (c) any
additional potential benefits to the Adviser or its affiliates were not of a
magnitude to materially affect the Board’s conclusions. The Independent Trustees
were advised by their independent counsel throughout the process.
